TIDMEQT

RNS Number : 0856J

EQTEC PLC

25 April 2022

25 April 2022

EQTEC plc

("EQTEC", the "Company" or the "Group")

Audited Results for the year ended 31 December 2021

EQTEC plc (AIM: EQT), a world-leading technology innovation company enabling the Net Zero Future through advanced solutions for hydrogen, biofuels, SNG and other energy production, announces its audited results for the year ended 31 December 2021.

2021 HIGHLIGHTS:

 
 --   Delivery of c. EUR9.2m revenue, 410% of c. EUR2.2m revenue 
       in previous year 
 --   Reduction in EBTIDA loss with an increase in net assets 
 --   Growth across 7 geographies 
           o 2 new projects led to financial close with financing 
            for a 3(rd) in progress 
           o 2 Market Development Centres under commissioning 
           o 3 additional plants under construction 
           o 12 projects under development 
 --   Establishment of platform for growth 
           o Formal legal entities in Croatia and Greece established, 
            with two more expected in 2022 
           o Advancement of strategic partnerships including collaborations 
            with Wood, Toyota, Logik, H2 
           o Recruitment of engineering and project development talent 
           o Successful placing raised GBP16m applied towards market, 
            project and capability growth 
 

David Palumbo, CEO of EQTEC, commented: "We set ambitious targets for 2021 and delivered more than 4x revenue over 2020, building the momentum we intended. We converted more opportunities than ever into focused, planned projects and amongst these was closure of both of our targeted Market Development Centres in Italy and Croatia. We formalised majority-owned joint ventures in Croatia and the Aegean and invested in our go-to-market presence across USA, UK, France, Italy and Ireland, with a view to increasing pace and impact in those markets. Critically, we also started extending our partnership network to major players that will credibly support our growth into new geographies and solutions.

"I am especially proud of these achievements in the face of strong market headwinds, including significant price increases and delays in receiving critical raw materials or manufactured parts. Our business platform grows increasingly resilient as we add partners and new talent to our global network. From post-Covid challenges to COP26 to more recent geopolitical events, we experience more demand than ever and are taking our place as a leading technology innovator for fossil fuel replacements and clean, baseload energy and biofuels, as well as an innovator of new business models for energy independence and security."

OPERATIONAL, COMMERCIAL AND CORPORATE HIGHLIGHTS:

In less than two years, EQTEC has grown both its active projects and the pipeline of interest and opportunity behind it. In our 2020 annual report, we announced 10 projects under development or construction, against a pipeline of 75 opportunities. In our 2021 interim results last September, we announced 17 projects under development or construction, against a pipeline of well over 100.

Corporate development

R&D: The Company confirmed completion of a successful R&D programme in December, including tests with Refuse Derived Fuel (RDF) and others with contaminated plastics, all at its R&D facility in France, operated with partner Université de Lorraine.

Collaboration with Wood: The Company in November signed a strategic collaboration agreement with Tier 1 engineering company Wood, to focus on joint development of integrated technology solutions for waste-to-SNG and waste-to-hydrogen. Company executives joined Wood at COP26 to share its propositions and strategy for waste-to-value business.

Collaboration with H2: The Company in December signed a collaboration framework agreement with development consultancy H2 Energy Solutions Ltd of Germany. The partners will pursue opportunities for deployment of waste-to-hydrogen and other solutions, particularly in Germany and Turkey.

Appointment of CFO: The Company in July appointed Nauman Babar as CFO and to the Board of Directors.

Appointment of joint broker: The Company in March appointed Canaccord Genuity Limited as the Company's joint broker along with Arden Partners.

Launch of Long-Term Incentive Plan: The Company in February launched its first Long-Term Incentive Plan for Group employees, to support joint ownership and drive performance through shared accountability.

Plants under construction

USA:

The Company in October invested c. US$2.8 million (c. GBP2.1 million) in the North Fork Community Power (NFCP) project, increasing its equity share to 49%, offering a US$4.5 million convertible loan facility. Following execution of the facility, construction work continued. The Company in December announced a new partnership with Phoenix Energy, North Fork Community Development Council and Carbonfuture GmbH to help Sierra Nevada communities sequester carbon, reduce wildfire risk, generate green energy, create jobs and support the local community whilst generating tradeable carbon credits.

Italy:

The Company in May together with a consortium of investors, acquired a decommissioned, biomass waste-to-energy plant in Tuscany, Italy that it intends to recommission as a Market Development Centre (MDC), with EQTEC as O&M contractor. The plant will convert multiple types of biomass feedstock into heat, power and biochar. Once operational, the Italia MDC is expected to generate annual revenues of c. EUR2,000,000 and EBITDA of c. EUR750,000.

Croatia:

The Company in August acquired, through its Croatian JV, a 1.2 MWe biomass-to-energy gasification plant in Belišće, Croatia. Once operational, it will become a Croatia MDC, with EQTEC as O&M contractor. Technology sales for EQTEC over the life of the project are expected to be c. EUR2.0 million, of which c. 60% was invoiced in Q4 2021.

In September, the Company's JV acquired a 1.2 MWe biomass-to-energy gasification plant in Karlovaç , Croatia. The plant will be retrofitted with EQTEC technology and repowered, and is expected to produce 3 MWe of green electricity and high-quality biochar. It is expected that the Company will become the plant's O&M contractor. Technology sales for EQTEC over the life of the project are expected to be c. EUR15m, of which c.10% was invoiced by EQTEC in Q4 2021.

Greece:

The Company in October confirmed that all deliveries of EQTEC technology had been made to the 0.5 MWe Larissa, Thessaly project. The project is building Greece's first advanced gasification, waste-to-energy plant.

Projects under development

USA:

The Company and its local partners appointed EPC contractor Infinity Project Management Inc (IPM) as owners' representative for the Blue Mountain Electric Company LLC opportunity in Wilseyville, California (BMEC). The project is expected to complete front-end engineering design (FEED) in H2 2022, toward financial close in the same year. The BMEC plant will convert c. 24,000 tonnes of forestry waste per year into c. 2,400 tonnes of high-quality biochar and 3 MWe of power for the local community, whilst contributing to prevention of forest fires.

UK:

In September, the Company's Southport project SPV entered into a conditional share purchase agreement to acquire full ownership of the project, with the agreement expected to complete in due course. In November, the Company submitted a revised planning application for a Phase 1 waste reception centre and anaerobic digestion facility as a precursor to the intended Phase 2 planning application for an EQTEC facility. The planned Phase 1 facility is designed to convert 80,000 tonnes of waste into six million cubic metres of biomethane, which, in turn would output 9 MWe. The Phase 2 facility is intended to convert up to 25,000 tonnes of RDF into an estimated 3 MWe of green electricity per year. Further, the Company and its partner, Rotunda Group Ltd., identified the potential for an additional gasification facility nearby. The additional site would potentially allow for installation of a larger, Phase 3 EQTEC facility that could transform waste into synthetic natural gas (SNG) and/or hydrogen. The Company and its partners are carrying out feasibility studies. EQTEC expects to be the project developer for all phases of the project, providing design and core Advanced Gasification Technology and retaining a portion of the O&M contract.

The Company in February signed a Collaboration Framework Agreement (CFA) with Logik Developments Limited, toward development of a 9.9 MWe plant at Deeside, Flintshire, UK, including a Phase 1 recycling and anaerobic digestion facility. The Company in March announced it had signed a CFA with Toyota Motor Manufacturing UK, whose manufacturing facility is adjacent to the site. The CFA expressed Toyota's intention to work with the Company on innovative, circular and sustainable waste-to-energy solutions for Toyota's engine manufacturing plant next to the prospective Deeside plant. The Company in June submitted a planning application for a Phase 2 gasification facility deploying EQTEC technology. The proposed plant would combine a 182,000-tonne waste reception plant with anaerobic digestion and EQTEC technology. The Company in October announced it had through the project SPV entered into a cooperation agreement with Anaergia Inc. for delivery of the multi-technology plant. In December, the Company announced entering into a Supplementary Agreement with Logik under which the two partners would develop an additional Phase 3 waste-to-value infrastructure on the Deeside site. The partners successfully completed a feasibility study for hydrogen production that indicated planning and environmental viability.

The Company in January received notification of planning approval from Stockton-on-Tees Borough Council for an improved waste-to-energy scheme for the Company's RDF-to-energy project at Billingham, Teesside. In February, the Company's project signed a conditional Land Purchase Agreement. The Company in June completed concept design work for the core gasification process, with progress on design of the full plant.

The Company in December confirmed it was investigating new offtake opportunities for both Deeside and Billingham and that it was working with technology and delivery partners toward feasibility work at both sites. The Company in December also confirmed its decision to defer financial close for both projects to enable further feasibility work. Company executives visited both sites in December and had constructive meetings with the local Members of Parliament.

France:

The Company in December signed a Letter of Intent (LoI) with SEPS SAS of France (SEPS), a company specialising in the management and recycling of industrial waste. The LoI will support the Company's pursuit of the safe and clean transformation of contaminated plastics into energy, hydrogen and biofuels.

The Company also confirmed it had identified and was pursuing an additional six project opportunities in France for a range of biomass, RDF and other feedstock, as well as a range of offtake applications.

Greece:

In January, the Company signed a MoU with Nobilis Pro Energy S.A. The agreement includes collaborative development of Nobilis's existing pipeline of opportunities and for construction in Nobilis, Almyros, where grid connection and land agreement are already confirmed.

The Company, in September, announced formation of EQTEC Synergy Projects Limited, a JV between EQTEC and its strategic partners in Greece, German EPC ewerGy GmbH and ECO Hellas M IKE. It also confirmed that the JV had acquired a 1 MWe biomass-to-energy project in Livadia, Greece and exclusivity for a second 1 MWe project nearby.

In October, the Company's Greek JV acquired the rights to a project in Nevrokopi, Drama. The project would develop a biomass-to-energy plant that could generate 5 MW green electricity from locally and sustainably sourced forestry waste.

Ireland:

The Company and its partner, Carbon Sole Group Limited, pursued development of 3 projects in Ireland for biomass-to-bioenergy plants and in particular for sustainable forestry waste for production of synthetic natural gas (SNG).

FINANCIAL HIGHLIGHTS

 
 --   Revenue: For the financial year to 31 December 2021, 
       the Group recognised revenue of EUR9.2 million (FY 2020: 
       EUR2.2 million). 
 
 --   Profit/loss: For the financial year, the Group incurred 
       losses of EUR4.7 million (FY 2020: EUR5.8 million). 
 
 --   Assets: The net assets of the Group increased to EUR43.4 
       million at 31 December 2021 (31 December 2020: EUR25.3 
       million). 
 
 --   Placing: The Company in May raised GBP16 million (EUR19 
       million) before expenses, in an institutional investor-led, 
       oversubscribed placing. 
 
 --   Cash: The cash balance of the Group at 31 December 2021 
       stood at EUR6.4 million (31 December 2020: EUR6.4 million). 
 
 --   Debt: The Company in January agreed a new loan facility 
       of EUR1.39 million with EQTEC shareholder, Altair Group 
       Investment Limited, with a maturity date of 31 December 
       2021. The loan, fully drawn down to repay an outstanding 
       debt with another lender, had a lower interest rate than 
       the previously held debt facility and was itself repaid 
       in full in June 2021, six months ahead of schedule. 
 

POST-PERIOD HIGHLIGHTS:

   --    January 2022: 

The Company announced its Environmental, Social and Governance ("ESG") statement of intent. In addition to outlining a direction of travel for coming years, the Company's ESG Statement specifies objectives for 2022 including establishment of a baseline assessment of greenhouse gas emissions, including carbon. As a cleantech business, the Company intends to report on and exercise active accountability for its ESG work.

   --    February 2022: 

Haverton WTV Limited ("Haverton"), a wholly-owned subsidiary of EQTEC, and Scott Bros. Enterprises Limited reached an agreement to extend the existing, conditional Land Purchase Agreement (the "LPA") relating to the land on which the proposed, up to 25 MWe Billingham EQTEC-enabled syngas plant at Haverton Hill, Billingham, UK, will be constructed. The LPA Longstop Date was extended to 23 December 2022.

   --    March 2022: 

The Company formally entered the French market with the creation of a wholly-owned subsidiary, EQTEC France SAS, and completed a Strategic Collaboration Agreement with SEPS, a French company specialising in the management and recycling of industrial waste. The Agreement confirmed the shared intent to pursue development of contaminated waste treatment plants that apply the combined capabilities of SEPS and EQTEC technologies, with initial interest focused on specific, offtake applications including electricity, heat, combined cooling, heat & power (CCHP) and biofuels.

Also in March, the Company announced that it had entered into arrangements in respect of the provision of a new unsecured bridging loan facility for up to GBP10 million, with an initial advance of GBP5 million received by the Company on 29 March 2022, provided by Riverfort Global Opportunities PCC Limited and YA II PN, Ltd.

Also in March, at the Company's Italia MDC in Italy, the thermal cracking reactor and heat exchanger were assembled and the piping installed. The drying and feeding system were ordered and are expected to be on site, on time, to meet the planned commissioning in H2 2022.

Also in March, at the Company's Belišće MDC in Croatia, a full engineering and specification process was completed. Negotiations advanced with a local industrial customer for power and heat offtake. In Q2, the Company expects to agree heads of terms with the industrial customer for the offtake. In addition, a preferred customer for the biochar to be produced at the site has been identified and commercial discussions commenced. A further site visit with EPC contractor COS.M.I. Srl is confirmed for the last week of April towards commissioning as planned in H2 2022.

OUTLOOK:

By the end of 2022, the Company expects to make fully operational two MDCs and two additional plants under construction for other owner-operators. It also expects to reach financial close on additional projects that extend existing propositions but also add new capabilities with different feedstock and new offtake applications. The Company is targeting continued, strong revenue growth and reduction in EBITDA losses, with planned investment in new and innovative projects that raise EQTEC's visibility and range of propositions.

To further position EQTEC's technology as a replacement for fossil fuel technologies and support growth and scale, the Company will focus on four key areas of development. First, it will invest in its go-to-market model, formalising subsidiaries in the USA, the UK, France and Italy, with JVs in Croatia, Greece and Ireland. Second, it will invest in innovation, with a full R&D programme in 2022 and a three-year strategy for technology development with university partners as well as Wood and other, top-tier technology businesses to be announced. Third, it will enrich its global network to include multinational, Tier 1 development, delivery and technology partners as well as local, market-specific partners, including project funding partners. Fourth, it will invest in talent in its technical and corporate centres as well as in its go-to-market partners, to deepen and broaden capabilities with technology innovation, project development and corporate venturing. Finally, the Company has ramped up its engagement with policymakers and influencers in the EU, UK and USA, toward greater awareness and understanding of EQTEC's capabilities, propositions and place in the Net Zero future.

The 2021 annual report and accounts will shortly be available on the Company's website at www.eqtec.com .

Investor Presentation

EQTEC plc is pleased to announce that CEO David Palumbo, CFO Nauman Babar and COO Jeffrey Vander Linden will provide a live presentation based on 2021 Annual Results, via the Investor Meet Company ("IMC") platform on 26th April 2022 at 1:00pm BST.

The presentation is open to all existing and potential shareholders. Questions can be submitted pre-event, via the IMC dashboard, up until 0900 UK time on the day before the meeting, or at any time during the presentation. Investors may sign up to IMC for free and add EQTEC plc via:

https://www.investormeetcompany.com/eqtec-plc/register-investor . Investors who already follow EQTEC plc on the Investor Meet Company platform will be invited automatically.

The Company will update shareholders in its Q2 update in summer 2022.

ENQUIRIES

 
 EQTEC plc                                         +44 203 883 7009 
 David Palumbo / Nauman Babar 
                                                  ----------------------- 
 
 Strand Hanson - Nomad & Financial Adviser         +44 20 7409 3494 
                                                  ----------------------- 
 James Harris / James Dance 
                                                  ----------------------- 
 
 Arden Partners - Joint Broker                     +44 20 7614 5900 
                                                  ----------------------- 
 Paul Shackleton (Corporate) / Simon Johnson 
  (Sales) 
                                                  ----------------------- 
 
 Canaccord Genuity - Joint Broker                  +44 20 7523 8000 
                                                  ----------------------- 
 Henry Fitzgerald-O'Connor / James Asensio 
  / Patrick Dolaghan 
                                                  ----------------------- 
 
 Alma PR - Financial Media & Investor Relations    +44 20 3405 0205 
                                                  ----------------------- 
 Josh Royston / Sam Modlin                         EQTEC@almapr.co.uk 
                                                  ----------------------- 
 
                                                   +44 7554 014 188 / +44 
 BECG - General Media Enquiries                     7867 452 269 
                                                  ----------------------- 
 Carrie Lowe / Tom Gosschalk                       EQTEC@BECG.com 
                                                  ----------------------- 
 

About EQTEC plc

As one of the world's most experienced gasification technology and engineering companies, with a growing track record of delivering operational and commercial success for transforming waste-to-energy through best-in-class technology innovation, engineering and project development , EQTEC brings together design innovation, project delivery discipline and solid commercial experience to add momentum to the global energy transition. EQTEC's proven, proprietary and patented technology is at the centre of clean energy projects, sourcing local waste, championing local businesses, creating local jobs and supporting the transition to localised, decentralised and resilient energy systems.

EQTEC designs, supplies and builds advanced gasification facilities in the UK, EU and US, with highly efficient equipment that is modular and scalable from 1MW to 30MW. EQTEC's versatile solutions process over 50 varieties of feedstock, including forestry wood waste, vegetation and other agricultural waste from farmers, industrial waste and sludge from factories and municipal waste, all with no hazardous or toxic emissions. EQTEC's solutions produce a pure, high-quality synthesis gas ("syngas") that can be used for the widest range of applications, including the generation of electricity and heat, production of synthetic natural gas (through methanation) or biofuels (through Fischer-Tropsch, gas-to-liquid processing) and reforming of hydrogen.

EQTEC's technology integration capabilities enable the Group to lead collaborative ecosystems of qualified partners and to build sustainable waste reduction and green energy infrastructure around the world.

The Company is quoted on AIM (ticker: EQT) and the London Stock Exchange has awarded EQTEC the Green Economy Mark, which recognises listed companies with 50% or more of revenues from environmental/green solutions.

Further information on the Company can be found at www.eqtec.com .

---

Chairman's Statement

2021 in review

The past year, more than any other, has reinforced my view of EQTEC's strengths. We asked a lot of our executive directors and the team going into 2021. I'm delighted their efforts and leadership are reflected in an excellent performance for the period, delivering 410% of last year's revenues, operating losses were reduced and real progress made with projects and Market Development Centres.

Our people and technology are our greatest strengths. We have a talented and committed leadership team and world-leading technology capabilities that we continue to evolve and patent. This powerful combination enables us to produce what we believe is the world's most versatile synthesis gas (syngas), to offer the world efficient baseload energy and biofuels generated from waste.

As outlined by the CEO in his report, our team has successfully built the platform for growth set out as an objective at the end of 2020 and there has been a big expansion in essential capabilities across the business. We converted more opportunities into formal projects, exercising more proficiency than ever in pushing projects to financial close and hiring more professionals to guarantee more closes in future.

Most importantly, we delivered healthy revenue growth, moved four projects from development into construction, eight opportunities into formally managed projects and strategically deferred the two most complex projects in the interest of increasing their value for customers, partners and shareholders.

EQTEC's purpose and potential

It should come as no surprise that this business is growing. The Company is positioned at the intersection of two essential growth sectors: clean waste disposal and sustainable energy production. EQTEC brings a proven, versatile technology that transforms an exceptionally wide variety of waste types into an exceptionally wide range of clean energy types and fuels.

The COP26 Climate Summit in November 2021 amplified the need for our technology. The commitments made there by 190 nations to making greenhouse gas emissions net zero by 2050 still need to be delivered and then exceeded. Non-baseload renewables including solar, wind and hydro all have important roles to play in well-managed national energy strategies but these technologies will not alone replace fossil fuels. Reliable sources of clean baseload energy are also required.

And even after everything is done first to reduce, re-use and recycle, waste is still an almost infinite supply as a resource. Innovative, cleantech companies such as EQTEC will take leading positions as providers of carbon-negative, baseload energy and biofuels as well as reduce waste and its associated emissions. Policymakers, in my view, are only now starting to understand the untapped potential of syngas from waste as an alternative fuel for baseload generation. Markets, too, are underestimating the significant impact that cleantech innovation will have.

I joined the board of EQTEC to help the Company realise its potential as a provider of advanced solutions that enable the Net Zero future and I see real progress being made. We believe our three-year strategy, with its focus on rapid growth, building scale, and enhancing our technological capabilities, is in your long-term interests. We will, of course, keep the strategy in review and react to market developments that are continually and rapidly evolving.

Outlook and closing thanks

We are living with risks to the world economy not seen for more than a generation and there is a need to navigate our business through a range of macroeconomic, political and environmental challenges. I believe that the Board has a thorough understanding of the issues and risks and has appropriate plans in place.

As I noted above, our primary challenge is not technology capabilities nor the quality of our people - these are already the main Company's assets. The primary challenge - even in this turbulent market - is how to scale rapidly and keep pace with ever-increasing demand for what it offers. The company has proven its technology. It must move quickly to make its solutions more readily available to more customers in more markets for greater impact in supporting a Net Zero world.

The Company has reported in successive trading updates the expansion of its pipeline, improving conversion and closure of deals. I expect that in 2022 we will begin turning also to reporting the operational performance of more live plants powered by EQTEC technology. As Chairman of your Board of Directors, I am conscious of my responsibilities to our shareholders who should expect a year of strong growth as we continue to execute on our strategy.

We at EQTEC enjoy committed, active and vocal stakeholders and I thank you for your continued support.

Chief Executive's Report

OPENING REMARKS

2021 was a year of unprecedented change and challenge, as the world's gradual recovery from the Covid-19 pandemic revealed mismatches in supply and demand, with associated market disruptions. Prices for commodities such as steel, copper and other essential metals soared, supply chains were unable to keep up with sudden surges in demand and global shipping and transport brought inevitable delays. Like many, EQTEC witnessed significantly longer order lead times, much higher production prices and pricing guarantees measurable in days instead of months.

But even in the face of these challenges, EQTEC delivered solid results. We reached financial close on Market Development Centres in Italy and Croatia, moved four projects from development into construction and eight opportunities into formally managed projects. We delivered 410% of revenues recorded in the previous year and reduced the operating loss by 17%. Our momentum indicates we are on the right track for continued growth and targeting increasingly positive, year-on-year results.

Our progress relies on a growing network of license distributors, developers, contractors and other partners across target geographies. At the end of 2021, we were active in seven countries: USA, UK, France, Italy, Croatia, Greece and Ireland. Each of these markets has its own growing pipeline of opportunities, developed and managed by a professional team and with a growing, local network of partners to support development, construction and operations & maintenance (O&M).

To support our Go-to-Market entities, we focused global partnering efforts on Tier 1, multinational technology and Engineering, Procurement & Construction (EPC) partners. On 26 November, we announced a technology partnership with Wood, for development and sales of waste-to-synthetic natural gas (SNG) and waste-to-hydrogen solutions. Our joint pipeline already includes a dozen opportunities. Additionally, we worked through much of H2 2021 with three, Tier 1 EPCs on our larger projects in the UK and France, and expect to announce their engagement in one or more projects in due course.

Further, we formalised joint venture (JV) arrangements in Croatia and Greece, with a view to establishing more subsidiaries and JVs in other target markets in 2022. These arrangements will ensure that our standards for quality, efficiency and innovation are applied everywhere, but also that we support successful, local businesses to operate independently and become reliable licensing and distribution partners for EQTEC technologies.

Finally, and in support of our broadening and deepening market presence, we grew our global team, hiring process engineers, control systems engineers and solidifying our relationship with project engineering partner CT3 Ingeniería (CT3). These hires, and the CT3 relationship, extended our core technical team and added dozens of additional, project-critical engineers to our global capacity. We brought in a new CFO, who is raising the bar for strategic finance, and we added several other key roles to our commercial and operational capabilities in support of our Go-to-Markets.

We ended 2021 having done what we set out to do: construct our platform for growth; strengthen our presence across geographies; grow our pipeline of go-to-market entities and future licensors, each with a pipeline of projects; grow our partner network and future-proof our technology leadership.

OPERATIONAL, COMMERCIAL AND CORPORATE HIGHLIGHTS

In less than two years, EQTEC has grown both its active projects and the pipeline of interest and opportunity behind it. In our 2020 annual report, we announced 10 projects under development or construction, against a pipeline of 75 opportunities. In our 2021 interim results last September, we announced 17 projects under development or construction, against a pipeline of well over 100.

Corporate development

R&D. The Company confirmed completion of a successful R&D programme in December, including tests with Refuse Derived Fuel (RDF) and others with contaminated plastics, all at its R&D facility in France, operated with partner Université de Lorraine.

Collaboration with Wood. The Company in November signed a strategic collaboration agreement with Tier 1 engineering company Wood, to focus on joint development of integrated technology solutions for waste-to-SNG and waste-to-hydrogen. Company executives joined Wood at COP26 to share its propositions and strategy for waste-to-value business.

Collaboration with H2. The Company in December signed a collaboration framework agreement with development consultancy H2 Energy Solutions Ltd of Germany. The partners will pursue opportunities for deployment of waste-to-hydrogen and other solutions, particularly in Germany and Turkey.

Appointment of CFO: The Company in July appointed Nauman Babar as CFO and to the Board of Directors.

Appointment of joint broker: The Company in March appointed Canaccord Genuity Limited as the Company's joint broker along with Arden Partners.

Launch of Long-Term Incentive Plan: The Company in February launched its first Long-Term Incentive Plan for Group employees, to support joint ownership and drive performance through shared accountability.

Plants under construction

USA:

The Company in October invested c. US$2.8 million (c. GBP2.1 million) in the North Fork Community Power (NFCP) project, increasing its equity share to 49%, offering a US$4.5 million convertible loan facility. Following execution of the facility, construction work continued. The Company in December announced a new partnership with Phoenix Energy, North Fork Community Development Council and Carbonfuture GmbH to help Sierra Nevada communities sequester carbon, reduce wildfire risk, generate green energy, create jobs and support the local community whilst generating tradeable carbon credits.

Italy:

The Company in May together with a consortium of investors, acquired a decommissioned, biomass waste-to-energy plant in Tuscany, Italy that it intends to recommission as a Market Development Centre (MDC), with EQTEC as O&M contractor. The plant will convert multiple types of biomass feedstock into heat, power and biochar. Once operational, the Italia MDC is expected to generate annual revenues of c. EUR2,000,000 and EBITDA of c. EUR750,000.

Croatia:

The Company in August acquired, through its Croatian JV, a 1.2 MWe biomass-to-energy gasification plant in Belišće, Croatia. Once operational, it will become a Croatia MDC, with EQTEC as O&M contractor. Technology sales for EQTEC over the life of the project are expected to be c. EUR2.0 million, of which c. 60% was invoiced in Q4 2021.

In September, the Company's JV acquired a 1.2 MWe biomass-to-energy gasification plant in Karlovaç, Croatia. The plant will be retrofitted with EQTEC technology and repowered, and is expected to produce 3 MWe of green electricity and high-quality biochar. It is expected that the Company will become the plant's O&M contractor. Technology sales for EQTEC over the life of the project are expected to be c. EUR15m, of which c.10% was invoiced by EQTEC in Q4 2021.

Greece:

The Company in October confirmed that all deliveries of EQTEC technology had been made to the 0.5 MWe Larissa, Thessaly project. The project is building Greece's first advanced gasification, waste-to-energy plant.

Projects under development

USA:

The Company and its local partners appointed EPC contractor Infinity Project Management Inc (IPM) as owners' representative for the Blue Mountain Electric Company LLC opportunity in Wilseyville, California (BMEC). The project is expected to complete front-end engineering design (FEED) in H2 2022, toward financial close in the same year. The BMEC plant will convert c. 24,000 tonnes of forestry waste per year into c. 2,400 tonnes of high-quality biochar and 3 MWe of power for the local community, whilst contributing to prevention of forest fires.

UK:

In September, the Company's Southport project SPV entered into a conditional share purchase agreement to acquire full ownership of the project, with the agreement expected to complete in due course. In November, the Company submitted a revised planning application for a Phase 1 waste reception centre and anaerobic digestion facility as a precursor to the intended Phase 2 planning application for an EQTEC facility. The planned Phase 1 facility is designed to convert 80,000 tonnes of waste into six million cubic metres of biomethane, which, in turn would output 9 MWe. The Phase 2 facility is intended to convert up to 25,000 tonnes of RDF into an estimated 3 MWe of green electricity per year. Further, the Company and its partner, Rotunda Group Ltd., identified the potential for an additional gasification facility nearby. The additional site would potentially allow for installation of a larger, Phase 3 EQTEC facility that could transform waste into synthetic natural gas (SNG) and/or hydrogen. The Company and its partners are carrying out feasibility studies. EQTEC expects to be the project developer for all phases of the project, providing design and core Advanced Gasification Technology and retaining a portion of the O&M contract.

The Company in February signed a Collaboration Framework Agreement (CFA) with Logik Developments Limited, toward development of a 9.9 MWe plant at Deeside, Flintshire, UK, including a Phase 1 recycling and anaerobic digestion facility. The Company in March announced it had signed a CFA with Toyota Motor Manufacturing UK, whose manufacturing facility is adjacent to the site. The CFA expressed Toyota's intention to work with the Company on innovative, circular and sustainable waste-to-energy solutions for Toyota's engine manufacturing plant next to the prospective Deeside plant. The Company in June submitted a planning application for a Phase 2 gasification facility deploying EQTEC technology. The proposed plant would combine a 182,000-tonne waste reception plant with anaerobic digestion and EQTEC technology. The Company in October announced it had through the project SPV entered into a cooperation agreement with Anaergia Inc. for delivery of the multi-technology plant. In December, the Company announced entering into a Supplementary Agreement with Logik under which the two partners would develop an additional Phase 3 waste-to-value infrastructure on the Deeside site. The partners successfully completed a feasibility study for hydrogen production that indicated planning and environmental viability.

The Company in January received notification of planning approval from Stockton-on-Tees Borough Council for an improved waste-to-energy scheme for the Company's RDF-to-energy project at Billingham, Teesside. In February, the Company's project signed a conditional Land Purchase Agreement. The Company in June completed concept design work for the core gasification process, with progress on design of the full plant.

The Company in December confirmed it was investigating new offtake opportunities for both Deeside and Billingham and that it was working with technology and delivery partners toward feasibility work at both sites. The Company in December also confirmed its decision to defer financial close for both projects to enable further feasibility work. Company executives visited both sites in December and had constructive meetings with the local Members of Parliament.

France:

The Company in December signed a Letter of Intent (LoI) with SEPS SAS of France (SEPS), a company specialising in the management and recycling of industrial waste. The LoI will support the Company's pursuit of the safe and clean transformation of contaminated plastics into energy, hydrogen and biofuels.

The Company also confirmed it had identified and was pursuing an additional six project opportunities in France for a range of biomass, RDF and other feedstock, as well as a range of offtake applications.

Greece:

In January, the Company signed a MoU with Nobilis Pro Energy S.A. The agreement includes collaborative development of Nobilis's existing pipeline of opportunities and for construction in Nobilis, Almyros, where grid connection and land agreement are already confirmed.

The Company, in September, announced formation of EQTEC Synergy Projects Limited, a JV between EQTEC and its strategic partners in Greece, German EPC ewerGy GmbH and ECO Hellas M IKE. It also confirmed that the JV had acquired a 1 MWe biomass-to-energy project in Livadia, Greece and exclusivity for a second 1 MWe project nearby.

In October, the Company's Greek JV acquired the rights to a project in Nevrokopi, Drama. The project would develop a biomass-to-energy plant that could generate 5 MW green electricity from locally and sustainably sourced forestry waste.

Ireland:

The Company and its partner, Carbon Sole Group Limited, pursued development of 3 projects in Ireland for biomass-to-bioenergy plants and in particular for sustainable forestry waste for production of synthetic natural gas (SNG).

FINANCIAL HIGHLIGHTS

-- Revenue: For the financial year to 31 December 2021, the Group recognised revenue of EUR9.2 million (FY 2020: EUR2.2 million).

-- Profit/loss: For the financial year, the Group incurred losses of EUR4.7 million (FY 2020: EUR5.8 million).

-- Assets: The net assets of the Group increased to EUR43.4 million at 31 December 2021 (31 December 2020: EUR25.3 million).

-- Placing: The Company in May raised GBP16 million (EUR19 million) before expenses, in an institutional investor-led, oversubscribed placing.

-- Cash: The cash balance of the Group at 31 December 2021 stood at EUR6.4 million (31 December 2020: EUR6.4 million).

-- Debt: The Company in January agreed a new loan facility of EUR1.39 million with EQTEC shareholder, Altair Group Investment Limited, with a maturity date of 31 December 2021. The loan, fully drawn down to repay an outstanding debt with another lender, had a lower interest rate than the previously held debt facility and was itself repaid in full in June 2021, six months ahead of schedule.

OUTLOOK AND FUTURE PLANS

The challenges of 2021 have only expanded in 2022. The tragedy in Ukraine and sanctions against Russia have brought home to many the critical importance of energy independence and security. We see the recent, concerted efforts to replace Russian oil and gas as more than a short-term reaction; it is a catalyst and accelerator of much more fundamental, lasting change. Far greater investment will now go into making the shift away from fossil fuels. This presents an enormous opportunity for EQTEC.

For the world to make this shift, governments, investors and owner-operators will turn their attention to the pervasive, baseload energy challenge. 67% of baseload power is from non-renewable sources that solar, wind and hydro power cannot replace. Yet, more than 90% of investments in alternative energy solutions have gone toward such non-baseload solutions. These complementary solutions are also essential, but the intermittency of their supply makes them inadequate to address baseload demand alone.

EQTEC and other companies able to provide scalable, always-on, 24 x 7 x 365 solutions will increasingly find themselves at the centre of attention with policymakers and investors.

EQTEC's ability to build smaller-scale, local plants that use locally-sourced feedstock for locally distributed energy and biofuels not only advances the Net Zero agenda, but it revolutionises waste management, energy generation and distribution. Our technology supports communities and industries, in better using local, unrecyclable types of waste, transforming it into valuable resources.. EQTEC's local-to-local approach also adds grid resilience: one plant's downtime does not result in mass outages but is supported by a distributed network. This approach creates energy security and independence and transition away from fossil fuels.

We were happy to be acknowledged in the UK Parliament for these very points. Previous Leader of the House of Commons Jacob Rees-Mogg commented in January 2022 that, "Companies such as EQTEC are exactly what we need to keep us on course for net zero by 2050 while maintaining a healthy, varied and affordable energy supply." We are finding increasing acknowledgement in the UK and elsewhere across Europe, North America and Asia that true gasification is the preferred intermediate fuel solution for hydrogen, synthetic natural gas and biofuels. EQTEC is the innovation leader in advanced gasification and we intend to engage much more closely with governments, investors and owner-operators, embracing the post-fossil fuel economy and the leading solutions in it.

To position EQTEC's technology as a replacement for fossil fuel technologies and to support our growth and scale, we are doing four key things:

First, we are investing in our Go-to-Market model. We are formalising subsidiaries in the USA, the UK, France and Italy, with JVs in Croatia, the Aegean and possibly elsewhere. We are looking again to Asia, where we have long had demand and see increasing opportunity.

Second, we are doubling-down on our investments in innovation. A successful year of tests and trials in 2021 is expected to be followed by another in 2022. We have a three-year strategy for technology development and a solid plan every year. Our partners at Université de Lorraine and Universidad de Extremadura will be joined by Wood and other, top-tier technology businesses to be announced.

Third, we are enriching our global network of partners. As EQTEC pursues relationships with multinational, Tier 1 development, delivery and technology partners, each of our Go-to-Markets is building local partnerships. The balance of local and multinational will bring resilience to our delivery model and support development of a global, technology licensing network.

Fourth, we are investing in talent. 2021 saw growth in both our technical and corporate centres with a doubling across the business as a whole. We invested in veteran delivery managers with decades of experience in large-scale infrastructure project management and complex deal-making. In 2022, we are investing in corporate finance and venturing capabilities to pursue private- and public-sector funding. We are hiring more process engineers and engineering project managers to cover our growing project portfolio. We are adding financial accountants to drive discipline with forecasting and budget management. Finally, we are investing in targeted Go-to-Markets, including some of our partner organisations, to ensure the quality and discipline we expect is delivered through all projects.

By the end of 2022, we are committed to having two MDCs fully operational and clocking the efficiency and high operational availability we expect. The importance of these and future MDCs cannot be overstated. Not only will these further prove EQTEC's proposition, but they will be visitor centres for the local community and for prospective partners and customers. They will be training and development facilities for our partners and their partners. They will be R&D facilities for testing capabilities in a live environment. They will be the plants that raise EQTEC's visibility and prove to large-scale owner-operators that we have a highly scalable solution that will be the core of at least one of their future lines of business.

The Net Zero future is one with minimum dependency on fossil fuels. EQTEC and companies like us will be the ones to make that future possible. To accelerate progress toward it, and to transform the greatest challenge of our time into the greatest opportunity, we are building a resourceful and resilient team, a global ecosystem of top-tier partners and technology-led solution business models as a platform to support exponential growth. 2022 is expected to prove an even greater inflection point than 2021 and we are embracing its challenges fully, to show ourselves and our shareholders that EQTEC can fulfil our mission as a leading, technology innovator for baseload energy and biofuels.

Consolidated statement of profit or loss

for the financial year ended 31 December 2021

 
                                      Notes                      2021                 2020 
                                                                  EUR                  EUR 
 Revenue                                8                   9,171,764            2,234,727 
 Cost of sales                                            (7,541,354)          (1,978,987) 
 Gross profit                                               1,630,410              255,740 
 Operating income/(expenses) 
 Administrative expenses                                  (4,190,592)          (3,694,217) 
 Other income                           9                           -               61,922 
 Impairment costs                      14                     (5,498)             (17,250) 
 Other losses                          12                 (1,418,860)            (170,059) 
 Employee share-based compensation     10                   (205,648)          (1,297,309) 
 Foreign currency gains                                       348,885              211,337 
 Operating loss                                           (3,841,303)          (4,649,836) 
 Share of results from equity 
  accounted investments                20                    (24,188)                    - 
 Gains from sales to equity 
  accounted investments deferred       20                   (211,478)                    - 
 Gain arising from loss of 
  control of subsidiaries              19                       9,957                    - 
 Change in fair value of financial 
  investments                           22                  (250,378)                    - 
 Finance income                        11                     134,069               17,329 
 Finance costs                         11                   (517,108)          (1,206,392) 
 
 Loss before taxation                  14                 (4,700,429)          (5,838,899) 
 Income tax                            15                           -                    - 
 
 Loss for the financial year 
  f rom continuing operations                             (4,700,429)          (5,838,899) 
 Profit for the financial year 
  from discontinued operations         32                           -               71,084 
 
 LOSS FOR THE FINANCIAL YEAR                              (4,700,429)          (5,767,815) 
 Loss attributable to: 
 Owners of the Company                                    (4,700,497)          (5,762,733) 
 Non-controlling interest                                          68              (5,082) 
 
                                                          (4,700,429)          (5,767,815) 
 
                                                                 2021                 2020 
                                                        EUR per share        EUR per share 
 Basic loss per share: 
 From continuing operations           16                      (0.001)              (0.001) 
 From continuing and discontinued 
  operations                          16                      (0.001)              (0.001) 
 Diluted loss per share: 
 From continuing operations           16                      (0.001)              (0.001) 
 From continuing and discontinued 
  operations                          16                      (0.001)              (0.001) 
 
 
 

Consolidated statement of other comprehensive income

for the financial year ended 31 December 2021

 
                                               2021             2020 
                                                EUR              EUR 
 
 Loss for the financial year            (4,700,429)      (5,767,815) 
 
 Other comprehensive income 
 
 Items that may be reclassified 
  subsequently to profit or loss 
 Exchange differences arising on 
  retranslation 
 of foreign operations                      238,715            6,080 
 
 Other comprehensive income for the 
  year                                      238,715            6,080 
 
 Total comprehensive loss for the 
  financial year                        (4,461,714)      (5,761,735) 
 
 Attributable to: 
 Owners of the company                  (4,301,511)      (5,848,045) 
 Non-controlling interests                (160,203)           86,310 
 
                                        (4,461,714)      (5,761,735) 
 
 

Consolidated statement of financial position

At 31 December 2021

 
 
                                  Notes                2021                  2020 
 ASSETS                                                 EUR                   EUR 
 Non-current assets 
 Property, plant and equipment     17               446,861               187,792 
 Intangible assets                 18            17,702,833            15,283,459 
 Investments accounted for 
  using the equity method          20             8,074,184             3,379,625 
 Financial assets                  21             4,050,030             2,570,888 
 Other financial investments       22               506,976                     - 
 
 Total non-current assets                        30,780,884            21,421,764 
 
 Current assets 
 Development assets                24             3,455,496               503,653 
 Loan receivable from project 
  development undertakings         24             3,000,469               482,537 
 Trade and other receivables       25             6,876,747               894,531 
 Cash and cash equivalents         26             6,446,217             6,394,791 
                                                 19,778,929             8,275,512 
 
 Assets included in disposal       32                     -                     - 
  group classified as held for 
  resale 
 
 Total current assets                            19,778,929             8,275,512 
 
 Total assets                                    50,559,813            29,697,276 
 
 

Consolidated statement of financial position

At 31 December 2021 - continued

 
 
                                       Notes           2021                  2020 
 EQUITY AND LIABILITIES                                 EUR                   EUR 
 Equity 
 Share capital                         27        25,977,130     24,355,545 
 Share premium                         27        83,610,562     62,896,521 
 Other reserves                                   2,353,868      2,148,220 
 Accumulated deficit                           (66,177,072)   (61,875,561) 
 
 Equity attributable to the owners 
  of the company                                 45,764,488     27,524,725 
 Non-controlling interests             28       (2,384,189)    (2,223,986) 
 
 Total equity                                    43,380,299     25,300,739 
 
 Non-current liabilities 
 Lease liabilities                     30            56,855        106,465 
 
 Total non-current liabilities                       56,855        106,465 
 
 Current liabilities 
 Trade and other payables              31         6,921,806      3,183,979 
 Borrowings                            29                 -      1,020,851 
 Lease liabilities                     30           200,853         85,242 
                                                  7,122,659      4,290,072 
 
   Liabilities included in disposal      32               -              - 
   group classified as held for 
   resale 
 
 Total current liabilities                        7,122,659      4,290,072 
 
 Total equity and liabilities                    50,559,813     29,697,276 
 
 
 

The financial statements were approved by the Board of Directors on 22 April 2022 and signed on its behalf by:

Ian Pearson David Palumbo

Chairman Director

Consolidated statement of changes in equity

for the financial year ended 31 December 2021

 
                                   Share                                       Other            Accumulated           Equity        Non-controlling 
                                 Capital                 Share              reserves                deficit     attributable              interests                 Total 
                                                       premium                                                     to owners 
                                                                                                                      of the 
                                                                                                                     company 
                                     EUR                   EUR                   EUR                    EUR              EUR                    EUR                   EUR 
 Balance at 1 
  January 2020                21,317,482            52,487,278                     -           (56,011,538)       17,793,222            (2,326,274)            15,466,948 
 Issue of ordinary 
  shares in EQTEC 
  plc (Note 27)                2,658,622             9,841,484                     -                      -       12,500,106                      -            12,500,106 
 Conversion of 
  debt into equity 
  (Notes 27)                     379,441             1,536,252                     -                      -        1,915,693                      -             1,915,693 
 Share issue costs 
  (Note 27)                            -             (639,931)                     -                      -        (639,931)                      -             (639,931) 
 Employee 
  share-based 
  compensation 
  (Notes 10 & 27)                      -                     -             1,297,309                      -        1,297,309                      -             1,297,309 
 Recognition of 
  equity element 
  of debt (Notes 
  12 & 27)                             -                     -               522,349                      -          522,349                      -               522,349 
 Warrants issued 
  on placing of 
  shares                               -             (328,562)               328,562                      -                -                      -                     - 
 Change in the 
  ownership 
  interest                             -                     -                     -               (15,978)         (15,978)                 15,978                     - 
 Transactions 
  with owners                  3,038,063            10,409,243             2,148,220               (15,978)       15,579,548                 15,978            15,595,526 
 Loss for the 
  financial year                       -                     -                     -            (5,762,733)      (5,762,733)                (5,082)           (5,767,815) 
 Unrealised 
  foreign 
  exchange losses                      -                     -                     -               (85,312)         (85,312)                 91,392                 6,080 
 Total 
  comprehensive 
  loss for the 
  financial year                       -                     -                     -            (5,848,045)      (5,848,045)                 86,310           (5,761,735) 
 Balance at 31 
  December 2020               24,355,545            62,896,521             2,148,220           (61,875,561)       27,524,725            (2,223,986)            25,300,739 
 Issue of ordinary 
  shares in EQTEC 
  plc (Note 27)                1,402.324            18,206,268                     -                      -       19,608,592                      -            19,608,592 
 Conversion of 
  debt into equity 
  (Note 27)                      167,728             3,285,013                     -                      -        3,452,741                      -             3,452,741 
 Issued in 
  acquisition 
  of financial 
  asset (Note 27)                 51,533               693,628                     -                      -          745,161                      -               745,161 
 Share issue costs 
  (Note 27)                            -           (1,470,868)                     -                      -      (1,470,868)                      -           (1,470,868) 
 Employee 
  share-based 
  compensation 
  (Note 10)                            -                     -               205,648                      -          205,648                      -               205,648 
 Transactions 
  with owners                  1,621,585            20,714,041               205,648                      -       22,541,274                      -            22,541,274 
 Loss for the 
  financial year                       -                     -                     -            (4,700,497)      (4,700,497)                     68           (4,700,429) 
 Unrealised 
  foreign 
  exchange losses                      -                     -                     -                398,986          398,986              (160,271)               238,715 
 Total 
  comprehensive 
  loss for the 
  financial year                       -                     -                     -            (4,301,511)      (4,301,511)              (160,203)           (4,461,714) 
 Balance at 31 
  December 2021               25,977,130            83,610,562             2,353,868           (66,177,072)       45,764,488            (2,384,189)            43,380,299 
 
 

Consolidated statement of cash flows

for the financial year ended 31 December 2021

 
                                        Notes                  2021                 2020 
                                                                EUR                  EUR 
 Cash flows from operating 
  activities 
 Loss for the financial year                            (4,700,429)          (5,838,899) 
 Adjustments for: 
 Depreciation of property, 
  plant and equipment                    17                 156,520               83,463 
 Amortisation of intangible 
  assets                                 18                  72,685 
 Loss on disposal of investments                                  -                1,275 
 Impairment of other financial 
  investments                            22                       -               17,250 
 Employee share-based compensation       10                 205,648            1,297,309 
 Impairment of trade receivables         25                       -               19,016 
 Share of loss of equity accounted                           24,188                    - 
  investments 
 Gains from sales to equity                                 211,478                    - 
  accounted investments deferred 
 Gain on loss of control of 
  subsidiary                             19                 (9,957)                    - 
 Change in fair value of financial 
  investments                            22                 250,378                    - 
 Loss on debt for equity swap            12               1,418,860              170,059 
 Unrealised foreign exchange 
  movements                                                 103,234            (201,723) 
 Operating cash flows before 
  working capital changes                               (2,267,395)          (4,452,250) 
 Decrease/(increase) in: 
    Development assets                                  (3,144,600)            (503,653) 
    Trade and other receivables                         (5,946,010)                6,754 
 Increase in Trade and other 
  payables                                                3,432,256              264,141 
 Cash used in operating activities 
  - continuing operations                               (7,925,749)          (4,685,008) 
 Finance income                          11               (134,069)             (17,329) 
 Finance costs                           11                 517,108            1,206,392 
 Net cash used in operating 
  activities - continuing operations                    (7,542,710)          (3,495,945) 
 Net cash used in operating 
  activities - discontinued 
  operations                              32                      -             (47,741) 
 
 Cash used in operating activities                      (7,542,710)          (3,543,686) 
 
 Cash flows from investing 
  activities 
 Additions to intangible assets                         (1,000,000)                    - 
 Proceeds from the disposal 
  of property, plant and equipment                                -              300,000 
 Cash inflow from disposal 
  of subsidiary                          33                       -              218,635 
 Selling expenses on disposal 
  of subsidiary                          33                       -             (65,261) 
 Loans advanced to project 
  development undertakings                              (2,430,137)            (469,769) 
 Proceeds from the disposal 
  of other investments                                            -                   84 
 Investment in equity accounted 
  undertakings                                            (978,825)          (1,150,619) 
 Loans advanced to equity accounted                     (3,746,984)                    - 
  undertakings 
 Investment in related undertakings                       (697,635)            (333,882) 
 Other advances to equity accounted                        (27,508)                    - 
  undertakings 
 Net cash used in investing 
  activities - continuing operations                    (8,881,089)          (1,500,812) 
 Net cash used in investing 
  activities - discontinued 
  operations                             32                       -             (19,997) 
 
   Net cash used in investing 
   activities                                           (8,881,089)          (1,520,809) 
 

Consolidated statement of cash flows

for the financial year ended 31 December 2021 - continued

 
                                          Notes                   2021                 2020 
                                                                   EUR                  EUR 
 Cash flows from financing activities 
 Proceeds from borrowings and 
  lease liabilities                        29                1,391,174            107,000 
 Repayment of borrowings and 
  lease liabilities                        29              (3,031,724)        (1,363,348) 
 Loan issue costs                          29                        -           (30,944) 
 Proceeds from issue of ordinary 
  shares                                                    19,420,222         12,735,236 
 Share issue costs                                         (1,180,217)          (635,911) 
 Interest paid                                                    (20)           (21,955) 
 Net cash generated from financing 
  activities - continuing operations                        16,599,435         10,790,078 
 Net cash used in financing activities 
  - discontinued operations                32                        -           (63,196) 
 
 Net cash generated from financing 
  activities                                                16,599,435         10,726,882 
 
 Net increase in cash and cash 
  equivalents                                                  175,636          5,662,387 
 
 Cash and cash equivalents at 
  the beginning of the financial 
  period                                                     6,270,581            608,194 
 
 Cash and cash equivalents at 
  the end of the financial period          26                6,446,217          6,270,581 
 Cash and cash equivalents included        32                        -                  - 
  in disposal group 
 
 Cash and cash equivalents for 
  continuing operations                    26                6,446,217          6,270,581 
 
 Details of non-cash transactions are set out in Note 36 of the 
  financial statements. 
 

Company statement of financial position

At 31 December 2021

 
                                  Notes                 2021                2020 
 ASSETS                                                  EUR                 EUR 
 Non-current assets 
 Intangible assets                 18              2,419,374                   - 
 Investment in subsidiary 
  undertakings                     19             17,994,504          17,869,630 
 Investments accounted 
  for using the equity method      20              6,569,432           3,379,625 
 Other financial investments       22                506,976                   - 
 
 Total non-current assets                         27,490,286          21,249,255 
 
 Current assets 
 Development assets                24                305,553               9,275 
 Loan receivable from project 
  development undertakings         24                613,678             243,598 
 Trade and other receivables       25             14,507,848           2,703,491 
 Cash and bank balances            26              4,845,633           6,111,864 
 
 Total current assets                             20,272,712           9,068,228 
 
 Total assets                                     47,762,998          30,317,483 
 
 EQUITY AND LIABILITIES 
 Equity 
 Share capital                     27             25,977,130          24,355,545 
 Share premium                     27            102,544,642          81,830,601 
 Other reserves                                    2,353,868           2,148,220 
 Accumulated deficit                            (83,603,698)        (79,661,097) 
 
 Total equity                                     47,271,942          28,673,269 
 
 Total non-current liabilities                             -                   - 
 
 Current liabilities 
 Borrowings                        29                      -             896,641 
 Trade and other payables          31                491,056             747,573 
 
 Total current liabilities                           491,056           1,644,214 
 
 Total equity and liabilities                     47,762,998          30,317,483 
 

The Group is availing of the exemption in Section 304 of the Companies Act 2014 from filing its Company Statement of Comprehensive Income. The loss for the financial year incurred by the Company was EUR3,942,601 (2020: EUR3,270,895).

The financial statements were approved by the Board of Directors on 22 April 2022 and signed on its behalf by:

Ian Pearson David Palumbo

Chairman Director

Company statement of changes in equity

for the financial year ended 31 December 2021

 
 
                                 Share                                        Other            Accumulated 
                               capital          Share premium              reserves                deficit                 Total 
                                   EUR                    EUR                   EUR                    EUR                   EUR 
 
 Balance at 1 
  January 
  2020                      21,317,482             71,421,358                     -           (76,390,202)            16,348,638 
 
 Issue of 
  ordinary 
  shares in 
  EQTEC plc 
  (Note 27)                  2,658,622              9,841,484                     -                      -            12,500,106 
 Conversion of 
  debt 
  into equity 
  (Notes 
  27 and 29)                   379,441              1,536,252                     -                      -             1,915,693 
 Share issue 
  costs 
  (Note 27)                          -              (639,931)                     -                      -             (639,931) 
 Employee 
  share-based 
  compensation 
  (Notes 
  10 and 27)                         -                      -             1,297,309                      -             1,297,309 
 Recognition of 
  equity 
  element of 
  debt (Notes 
  12 and 27)                         -                      -               522,349                      -               522,349 
 Warrants issued 
  on 
  placing of 
  shares 
  (Note 27)                          -              (328,562)               328,562                      -                     - 
 Transactions 
  with 
  owners                     3,038,063             10,409,243             2,148,220                      -            15,595,526 
 Loss for the 
  financial 
  year (Note 37)                     -                      -                     -            (3,270,895)           (3,270,895) 
 
 Total 
  comprehensive 
  loss for the 
  financial 
  year                               -                      -                     -            (3,270,895)           (3,270,895) 
 
 Balance at 31 
  December 
  2020                      24,355,545             81,830,601             2,148,220           (79,661,097)            28,673,269 
 
 Issue of 
  ordinary 
  shares in 
  EQTEC plc 
  (Note 27)                  1,402.324             18,206,268                     -                      -            19,608,592 
 Conversion of 
  debt 
  into equity 
  (Note 
  27)                          167,728              3,285,013                     -                      -             3,452,741 
 Issued in 
  acquisition 
  of financial 
  asset 
  (Note 27)                     51,533                693,628                     -                      -               745,161 
 Share issue 
  costs 
  (Note 27)                          -            (1,470,868)                     -                      -           (1,470,868) 
 Employee 
  share-based 
  compensation 
  (Note 
  10)                                -                      -               205,648                      -               205,648 
 Transactions 
  with 
  owners                     1,621,585             20,714,041               205,648                      -            22,541,274 
 
 Loss for the 
  financial 
  year                               -                      -                     -            (3,942,601)           (3,942,601) 
 Total 
  comprehensive 
  loss for the 
  financial 
  year                               -                      -                     -            (3,942,601)           (3,942,601) 
 
 Balance at 31 
  December 
  2021                      25,977,130            102,544,642             2,353,868           (83,603,698)            47,271,942 
 
 
 
 
 

Company statement of cash flows

for the financial year ended 31 December 2021

 
                                            Notes                   2021           2020 
                                                                     EUR            EUR 
 Cash flows from operating activities 
 Loss before taxation                                        (3,942,601)    (3,270,895) 
 Adjustments for: 
 Amortisation of intangible assets           18                   72,685              - 
 Employee share-based compensation           10                   80,771      1,297,309 
 Reversal of impairment of intercompany 
  loans                                                                -    (1,720,704) 
 Finance costs                                                   508,747      1,177,335 
 Finance income                                                (104,568)       (13,397) 
 Impairment of intercompany balances                               5,627        140,678 
 Change in fair value of financial 
  investments                                22                  250,378              - 
 Loss on debt for equity swap                10                1,418,860        170,059 
 Foreign currency (gains)/losses 
  arising from retranslation of 
  borrowings                                                   (280,767)        235,968 
 
 Operating cash flows before working 
  capital changes                                            (1,990,868)    (1,983,647) 
 Funds advanced to inter-company 
  accounts                                                  (13,490,118)    (2,112,285) 
 Repayment of inter-company balances                           2,205,863        689,637 
 Increase in development assets                                (296,278)        (9,275) 
 Increase in trade and other receivables                       (283,968)      (107,773) 
 Increase in trade and other payables                            178,869        352,350 
 
 Net cash used in operating activities                      (13,676,500)    (3,170,993) 
 
 Cash flows from investing activities 
 Addition to intangible assets                               (1,000,000)              - 
 Investment in equity accounted 
  undertakings                                                 (968,324)    (1,150,619) 
 Loans advanced to equity accounted                          (2,036,074)              - 
  undertakings 
 Investment in subsidiary                                       (10,000)    (1,000,000) 
 Subsidiaries transferred to other                                10,003              - 
  subsidiary undertakings 
 Loans advanced to project development 
  undertakings                                                 (350,000)      (230,957) 
 
 Net cash used in investing activities                       (4,354,395)    (2,381,576) 
 
 Cash flows from financing activities 
 Proceeds from borrowings                    29                1,391,174              - 
 Repayment of borrowings                     29              (2,866,515)      (852,567) 
 Proceeds from issue of ordinary 
  shares                                                      19,420,222     12,735,236 
 Share issue costs                                           (1,180,217)      (635,911) 
 Loan issue costs                            29                        -       (30,944) 
 
   Net cash generated from financing 
   activities                                                 16,764,664     11,215,814 
 
 Net (decrease)/increase in cash 
  and cash equivalents                                       (1,266,231)      5,663,245 
 
 Cash and cash equivalents at 
  the beginning of the financial 
  year                                                         6,111,864        448,619 
 
 Cash and cash equivalents at 
  the end of the financial year              26                4,845,633      6,111,864 
 
 

Notes to the financial statements

   1.         GENERAL INFORMATION 

EQTEC plc ("the Company") is a company domiciled in Ireland. These financial statements for the financial year ended 31 December 2021 consolidate the individual financial statements of the Company and its subsidiaries (together referred to as 'the Group').

The Group is a waste-to-value group, which uses its proven proprietary Advanced Gasification Technology to generate safe, green energy from over 50 different kinds of feedstock such as municipal, agricultural and industrial waste, biomass, and plastics. The Group collaborates with waste operators, developers, technologists, EPC contractors and capital providers to build sustainable waste elimination and green energy infrastructure.

Our income currently comes from the following streams: gasification technology sales including software, engineering & design and other related services; maintenance income from operating plants; and we receive development fees from projects where we invest development capital. In the future we expect to receive potential revenue from licensing opportunities and revenue from live operations where EQTEC has an equity stake in a plant.

   2.          APPLICATION OF NEW AND REVISED INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRSs) 

New/revised standards and interpretations adopted in 2021

In the current financial year, the Group has applied a number of amendments to IFRS Standards and Interpretations issued by the International Accounting Standards Board (IASB), as adopted by the European Union, that are effective for an annual period that begins on or after 1 January 2021. Their adoption has not had any impact on the disclosures or on the amounts reported in these financial statements.

-- Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16: Interest Rate Benchmark Reform Phase 2;

   --           Amendments to IFRS 16: COVID-19 Rent Related Concessions. 

New and revised IFRS Standards in issue but not yet effective

The following new and revised Standards and Interpretations have not been adopted by the Group, whether endorsed by the European Union or not. The Group is currently analysing the practical consequences of the new Standards and the effects of applying them to the financial statements. The related standards and interpretations are:

 
             --     IFRS 17 Insurance Contracts and Amendments to IFRS 
                     17 Insurance Contracts (Amendments to IFRS 17 and 
                     IFRS 4); 
             --     IFRS 10 and IAS 28 (amendments) Sale of Contribution 
                     of Assets between an Investor and its Associate 
                     or Joint Venture; 
             --     Amendments to IAS 1 Classification of Liabilities 
                     as Current or Non-current; 
             --     Amendments to IFRS 3 Reference to the Conceptual 
                     Framework; 
             --     Amendments to IAS 16 Property, Plant and Equipment-Proceeds 
                     before Intended Use; 
             --     Amendments to IAS 37 Onerous Contracts - Cost of 
                     Fulfilling a Contract; 
             --     Annual improvements to IFRS Standards 2018-2020 
                     cycle Amendments to IFRS 1 First time adoption of 
                     International Financial Reporting Standards, IFRS 
                     9 Financial Instruments, IFRS 16 Leases and IAS 
                     41 Agriculture; 
             --     Amendments to IAS 1 and IFRS Practice Statement 
                     2 Disclosure of Accounting Policies; 
             --     Amendments to IAS 8 Definition of Accounting Estimates; 
             --     Amendments to IAS 12 Deferred Tax related to Assets 
                     and Liabilities arising from a Single Transaction. 
 

The directors do not expect that the adoption of the Standards listed above will have a material impact on the financial statements of the Group in future periods.

   3.          STATEMENT OF ACCOUNTING POLICIES 

Statement of Compliance, Basis of Preparation and Going Concern

The Group's consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union ('EU') and effective at 31 December 2021 for all years presented as issued by the International Accounting Standards Board.

The financial statements of the parent company, EQTEC plc have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union ('EU') effective at 31 December 2021 for all years presented as issued by the International Accounting Standards Board and Irish Statute comprising the Companies Act 2014.

The consolidated financial statements are prepared under the historical cost convention except for certain financial assets and financial liabilities which are measured at fair value. The principal accounting policies set out below have been applied consistently by the parent company and by all of the Company's subsidiaries to all years presented in these consolidated financial statements.

Comparative amounts have been re-presented where necessary, to present the financial statements on a consistent basis.

The financial statements are presented in euros and all values are not rounded, except when otherwise indicated.

The Group incurred a loss of EUR4,700,429 (2020: EUR5,767,815) during the financial year ended 31 December 2021 and had net current assets of EUR12,656,270 (2020: EUR3,985,440) and net assets of EUR43,380,299 (2020: EUR25,300,739) at 31 December 2021.

The financial statements have been prepared on a going concern basis. The Group's business activities, together with the factors likely to affect its future development, performance and position, are set out in the Chairman's Statement and Chief Executive's Report. The principal risks and uncertainties are set out in the Directors' Report.

Management have produced forecasts for the period up to April 2023 taking account of reasonably plausible changes in trading performance and market conditions, which have been reviewed by the Directors. These reasonably plausible changes include the continued impact of the Covid-19 pandemic and any related operational and execution delays caused by it. The forecasts demonstrate that the Group and Company is forecast to generate cash in 2022/2023 and that the Group has sufficient cash reserves to enable the Group and Company to meet its obligations as they fall due for a period of at least 12 months from the date when these financial statements have been signed. Amongst other things, the assessment involved assumptions around collection of receivables from associate and joint venture companies and availability of project funding.

After undertaking the assessments and considering the uncertainties set out above, the Directors have a reasonable expectation that the Group and Company has adequate resources to continue to operate for the foreseeable future and for these reasons they continue to adopt the going concern basis in preparing the financial statements.

Basis of consolidation

The Group financial statements consolidate those of the parent company and all of its subsidiaries as of 31 December 2021. All subsidiaries have a reporting date of 31 December.

All transactions and balances between Group companies are eliminated on consolidation, including unrealised gains and losses on transactions between Group companies. Where unrealised losses on intra-group asset sales are reversed on consolidation, the underlying asset is also tested for impairment from a Group perspective. Amounts reported in the financial statements of subsidiaries have been adjusted where necessary to ensure consistency with the accounting policies adopted by the Group.

Profit or loss and other comprehensive income of subsidiaries acquired or disposed of during the financial year are recognised from the effective date of acquisition, or up to the effective date of disposal, as applicable. The Group attributes total comprehensive income or loss of subsidiaries between the owners of the parent and the non-controlling interests based on their respective ownership interests.

A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction. The carrying amount of the Group's interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the noncontrolling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity and attributed to the owners of the Company.

When the Group loses control of a subsidiary, the gain or loss on disposal recognised in profit or loss is calculated as the difference between (i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and (ii) the previous carrying amount of the assets (including goodwill), less liabilities of the subsidiary and any non-controlling interests. All amounts previously recognised in other comprehensive income in relation to that subsidiary are accounted for as if the Group had directly disposed of the related assets or liabilities of the subsidiary (i.e. reclassified to profit or loss or transferred to another category of equity as required/permitted by applicable IFRS Standards). The fair value of any investment retained in the former subsidiary at the date when control is lost is regarded as the fair value on initial recognition for subsequent accounting under IFRS 9 when applicable, or the cost on initial recognition of an investment in an associate or a joint venture.

Business combinations

The Group applies the acquisition method in accounting for business combinations. The consideration transferred by the Group to obtain control of a subsidiary is calculated as the sum of the acquisition-date fair values of assets transferred, liabilities incurred, and the equity interests issued by the Group, which includes the fair value of any asset or liability arising from a contingent consideration arrangement. Acquisition costs are expensed as incurred. Assets acquired and liabilities assumed are generally measured at their acquisition-date fair values.

Step Acquisitions

Business combination achieved in stages is accounted for using acquisition method at acquisition date. The components of a business combination, including previously held investments are remeasured at fair value at acquisition date and a gain or loss is recognised in the consolidated statement of profit or loss.

Profit or loss from discontinued operations

A discontinued operation is a component of the Group that either has been disposed of or is classified as held for sale. Profit or loss from discontinued operations comprises the post-tax profit or loss of discontinued operations and the post-tax gain or loss resulting from the measurement and disposal of assets classified as held for sale (see also policy on non-current assets and liabilities classified as held for sale and discontinued operations below and Note 32).

Investments in associates and joint ventures

Investments in associates and joint ventures are accounted for using the equity method. The carrying amount of the investment in associates and joint ventures is increased or decreased to recognise the Group's share of the profit or loss and other comprehensive income of the associate and joint venture, adjusted where necessary to ensure consistency with the accounting policies of the Group. When the Group's share of losses on an associate or a joint venture exceeds the Group's interest in that associate or joint venture (which includes any long-term interests that, in substance, form part of the Group's net investment in the associate or joint venture), the Group discontinues recognising its share of future losses. Additional losses are recognised only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate or joint venture.

Unrealised gains and losses on transactions between the Group and its associates and joint ventures are eliminated to the extent of the Group's interest in those entities. Where unrealised losses are eliminated, the underlying asset is also tested for impairment.

Investments in related undertaking

Advances paid to acquire investee shares are recognised at cost and will be reclassified to either to investments in associates and joint ventures or investments in subsidiaries, as applicable.

Investments in subsidiaries

Investments in subsidiaries in the Company's statement of financial position are measured at cost less accumulated impairment. When necessary, the entire carrying amount of the investment is tested for impairment by comparing its recoverable amount (higher of value in use and fair value less costs to sell) with its carrying amount, any impairment loss recognised forms part of the carrying amount of the investment. Any reversal of that impairment loss is recognised to the extent that the recoverable amount of the investment subsequently increases.

Foreign currency translation

Functional and presentation currency

The consolidated financial statements are presented in Euro, which is also the functional and presentation currency of the parent company. The Group has subsidiaries in the United Kingdom, whose functional currency is the GBP GBP.

Foreign currency transactions and balances

Foreign currency transactions are translated into the functional currency of the respective Group entity, using the exchange rates prevailing at the dates of the transactions (spot exchange rate). Foreign exchange gains and losses resulting from the settlement of such transactions and from the remeasurement of monetary items denominated in foreign currency at year-end exchange rates are recognised in consolidated statement of profit or loss.

Non-monetary items are not retranslated at year-end and are measured at historical cost (translated using the exchange rates at the transaction date), except for non-monetary items measured at fair value which are translated using the exchange rates at the date when fair value was determined.

Foreign operations

In the Group's financial statements, all assets, liabilities and transactions of Group entities with a functional currency other than Euro are translated into Euro upon consolidation. The functional currency of the entities in the Group has remained unchanged during the reporting financial year.

On consolidation, assets and liabilities have been translated into Euro at the closing rate at the reporting date. Goodwill and fair value adjustments arising on the acquisition of a foreign entity have been treated as assets and liabilities of the foreign entity and translated into Euro at the closing rate. Income and expenses have been translated into Euro at the average rate over the reporting financial year. Exchange differences are charged or credited to consolidated statements of other comprehensive income and recognised in the accumulated deficit reserve in equity. On disposal of a foreign operation, the related cumulative translation differences recognised in equity are reclassified to profit or loss and are recognised as part of the gain or loss on disposal. To the extent that foreign subsidiaries are not under the full control of the parent company, the relevant share of currency differences is allocated to the non-controlling interests.

Segment reporting

The Group has two operating segments: the power generation segment and the technology sales segment. In identifying these operating segments, management generally follows the Group's service lines representing its main products and services.

Each operating segment is managed separately as each requires different technologies, marketing approaches and other resources. All inter-segment transfers are carried out at arm's length prices based on prices charged to unrelated customers in standalone sales of identical goods or services.

For management purposes, the Group uses the same measurement policies as those used in its financial statements. In addition, corporate assets which are not directly attributable to the business activities of any operating segment are not allocated to a segment. This primarily applies to the Group's central administration costs and directors' salaries.

Revenue

Revenue arises from the rendering of services. Revenue is measured based on the consideration to which the Group expects to be entitled in a contract with a customer and excludes amounts collected on behalf of third parties. The Group recognises revenue when it transfers control of a product or service to a customer. To determine whether to recognise revenue, the Group follows a 5-step process:

   1.        Identifying the contract with a customer; 
   2.        Identifying the performance obligations; 
   3.        Determining the transaction price; 
   4.        Allocating the transaction price to the performance obligations; and 
   5.        Recognising revenue when/as performance obligation(s) are satisfied. 

The Group applies the revenue recognition criteria set out below to each separately identifiable component of the sales transaction. The consideration received from these multiple-component transactions is allocated to each separately identifiable component in proportion to its relative fair value. Revenue is recognised either at a point in time or over time, when the Group satisfies performance obligations by transferring the promised goods or services to its customers.

Rendering of services

The Group generates revenues from after-sales service and maintenance, consulting, and construction contracts for renewable energy systems. Consideration received for these services is initially deferred, included in other payables, and is recognised as revenue in the financial year when the performance obligation is satisfied. In recognising after-sales service and maintenance revenues, the Group determines the stage of completion by considering both the nature and timing of the services provided and its customer's pattern of consumption of those services, based on historical experience. Where the promised services are characterised by an indeterminate number of acts over a specified year of time, revenue is recognised over time.

Revenue from consulting services is recognised when the services are provided by reference to the contract's stage of completion at the reporting date in the same way as construction contracts for renewable energy systems described below.

Construction contracts for renewable energy systems

Construction contracts for renewable energy systems specify a fixed price for the design, development and installation of biomass systems. When the outcome can be assessed reliably, contract revenue and associated costs are recognised by reference to the stage of completion of the contract activity at the reporting date. Contract revenue is measured at the fair value of consideration received or receivable and recognised over time on a cost-to-cost method. When the Group cannot measure the outcome of a contract reliably, revenue is recognised only to the extent of contract costs that have been incurred and are recoverable. Contract costs are recognised in the financial year in which they are incurred. In either situation, when it is probable that total contract costs will exceed total contract revenue, the expected loss is recognised immediately in consolidated statement of profit or loss.

A construction contract's stage of completion is assessed by management by comparing costs incurred to date with the total costs estimated for the contract (a procedure sometimes referred to as the cost-to-cost method). Only those costs that reflect work performed are included in costs incurred to date. The gross amount due from customers for contract work is presented within trade and other receivables for all contracts in progress for which costs incurred plus recognised profits (less recognised losses) exceeds progress billings. The gross amount due to customers for contract work is presented within other liabilities for all contracts in progress for which progress billings exceed costs incurred plus recognised profits (less recognised losses).

Interest and dividends

Interest income and expenses are reported on an accrual basis using the effective interest method. Dividends, other than those from investments in associates and joint ventures, are recognised at the time the right to receive payment is established.

Operating expenses

Operating expenses are recognised in consolidated statement of profit or loss upon utilisation of the service or as incurred. Expenditure for warranties is recognised when the Group incurs an obligation, which is typically when the related goods are sold.

Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale. All other borrowing costs are recognised in profit or loss in the period in which they are incurred.

Goodwill

Goodwill represents the future economic benefits arising from a business combination that are not individually identified and separately recognised. Goodwill is carried at cost less accumulated impairment losses. Goodwill is not amortised but is reviewed for impairment at least annually. Refer below for a description of impairment testing procedures.

Non-controlling interests

Non-controlling interests that are present ownership interest and entitle their holders to a proportionate share of the entity's net assets in the event of a liquidation may be initially measured either at fair value of at the non-controlling interests' proportionate share of the recognised amounts of the acquiree's identifiable net assets. Other types of non-controlling interests are measured at fair value, or, when applicable, on the basis specified in another IFRS.

Property, plant and equipment

Property, plant and equipment are initially recognised at acquisition cost or manufacturing cost, including any costs directly attributable to bringing the assets to the location and condition necessary for them to be capable of operating in the manner intended by the Group's management. Property, plant and equipment, are subsequently measured at cost less accumulated depreciation and impairment losses. Depreciation is recognised on a straight-line basis to write down the cost less estimated residual value of leasehold buildings. The following useful lives are applied:

-- Leasehold buildings: 5-50 years

-- Office equipment: 2-5 years

Material residual value estimates and estimates of useful life are updated as required, but at least annually. Gains or losses arising on the disposal of leasehold buildings are determined as the difference between the disposal proceeds and the carrying amount of the assets and are recognised in profit or loss within other income or other expenses.

Construction in progress is stated at cost less any accumulated impairment loss. Cost comprises direct costs of construction as well as interest expense and exchange differences capitalised during the year of construction and installation. Capitalisation of these costs ceases and the asset in course of construction is transferred to fixed assets when substantially all the activities necessary to prepare the assets for their intended use are completed. No depreciation is provided in respect of payments on account and asset in course of construction until it is fully completed and ready for its intended use. Construction in progress is derecognised upon disposal or when the asset is permanently withdrawn from use and no future economic benefits are expected from the disposal. Any gain or loss arising on derecognition of the construction in progress (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in profit or loss in the period in which the asset is derecognised.

Leased assets

The Group as a lessee

The Group makes the use of leasing arrangements principally for the provision of the main office space. The rental contract for offices are typically negotiated for terms of between 3 and 10 years and some of these have extension terms. The Group does not enter into sale and leaseback arrangements. All the leases are negotiated on an individual basis and contain a wide variety of different terms and conditions such as purchase options and escalation clauses.

The Group assesses whether a contract is or contains a lease at inception of the contract. A lease conveys the right to direct the use and obtain substantially all of the economic benefits of an identified asset for a period of time in exchange for consideration. Some lease contracts contain both lease and non-lease components. The Group has elected to not separate its leases for offices into lease and non-lease components and instead accounts for these contracts as a single lease component.

Measurement and recognition of leases

At lease commencement date, the Group recognises a right-of-use asset and a lease liability on the consolidated statement of financial position. The right-of-use asset is measured at cost, which is made up of the initial measurement of the lease liability, any initial direct costs incurred by the Group, an estimate of any costs to dismantle and remove the asset at the end of the lease, and any lease payments made in advance of the lease commencement date (net of any incentives received).

The Group depreciates the right-of-use assets on a straight-line basis from the lease commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The Group also assesses the right-of-use asset for impairment when such indicators exist.

Measurement and recognition of leases - continued

At the commencement date, the Group measures the lease liability at the present value of the lease payments unpaid at that date, discounted using the Group's incremental borrowing rate because as the lease contracts are negotiated with third parties it is not possible to determine the interest rate that is implicit in the lease. The incremental borrowing rate is the estimated rate that the Group would have to pay to borrow the same amount over a similar term, and with similar security to obtain an asset of equivalent value. This rate is adjusted should the lessee entity have a different risk profile to that of the Group.

Lease payments included in the measurement of the lease liability are made up of fixed payments (including in substance fixed), variable payments based on an index or rate, amounts expected to be payable under a residual value guarantee and payments arising from options reasonably certain to be exercised. Subsequent to initial measurement, the liability will be reduced by lease payments that are allocated between repayments of principal and finance costs. The finance cost is the amount that produces a constant periodic rate of interest on the remaining balance of the lease liability.

The lease liability is reassessed when there is a change in the lease payments. Changes in lease payments arising from a change in the lease term or a change in the assessment of an option to purchase a leased asset. The revised lease payments are discounted using the Group's incremental borrowing rate at the date of reassessment when the rate implicit in the lease cannot be readily determined. The amount of the remeasurement of the lease liability is reflected as an adjustment to the carrying amount of the right-of-use asset. The exception being when the carrying amount of the right-of-use asset has been reduced to zero then any excess is recognised in consolidated statement profit or loss.

Payments under leases can also change when there is either a change in the amounts expected to be paid under residual value guarantees or when future payments change through an index or a rate used to determine those payments, including changes in market rental rates following a market rent review. The lease liability is remeasured only when the adjustment to lease payments takes effect and the revised contractual payments for the remainder of the lease term are discounted using an unchanged discount rate. Except for where the change in lease payments results from a change in floating interest rates, in which case the discount rate is amended to reflect the change in interest rates.

The remeasurement of the lease liability is dealt with by a reduction in the carrying amount of the right-of-use asset to reflect the full or partial termination of the lease for lease modifications that reduce the scope of the lease. Any gain or loss relating to the partial or full termination of the lease is recognised in profit or loss. The right-of-use asset is adjusted for all other lease modifications.

The Group has elected to account for short-term leases and leases of low-value assets using the practical expedients. Instead of recognising a right-of-use asset and lease liability, the payments in relation to these are recognised as an expense in consolidated statement of profit or loss on a straight-line basis over the lease term.

On the consolidated statement of financial position, right-of-use assets have been included in property, plant and equipment and lease liabilities have been presented in separate lines therein.

Intangible assets acquired separately

Intangible assets with finite useful lives that are acquired separately are carried at cost less accumulated amortisation and accumulated impairment losses. All finite-lived intangible assets, including patents, are accounted for using the cost model whereby capitalised costs are amortised on a straight-line basis over their estimated useful lives. Residual values and useful lives are reviewed at each reporting date The following useful lives are applied:

-- Patents: 20 years

Impairment testing of goodwill, intangible assets and property, plant and equipment

For impairment assessment purposes, assets are grouped at the lowest levels for which there are largely independent cash inflows (cash-generating units). As a result, some assets are tested individually for impairment and some are tested at cash-generating unit level. Goodwill is allocated to those cash-generating units that are expected to benefit from synergies of a related business combination and represent the lowest level within the Group at which management monitors goodwill. Cash-generating units to which goodwill has been allocated (determined by the Group's management as equivalent to its operating segments) are tested for impairment at least annually. All other individual assets or cash-generating units are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

An impairment loss is recognised for the amount by which the asset's (or cash-generating unit's) carrying amount exceeds its recoverable amount, which is the higher of fair value less costs of disposal and value-in-use. To determine the value-in-use, management estimates expected future cash flows from each cash-generating unit and determines a suitable discount rate in order to calculate the present value of those cash flows. The data used for impairment testing procedures are directly linked to the Group's latest approved budget, adjusted as necessary to exclude the effects of future reorganisations and asset enhancements. Discount factors are determined individually for each cash-generating unit and reflect current market assessments of the time value of money and asset-specific risk factors.

Impairment losses for cash-generating units reduce first the carrying amount of any goodwill allocated to that cash-generating unit. Any remaining impairment loss is charged pro rata to the other assets in the cash-generating unit. With the exception of goodwill, all assets are subsequently reassessed for indications that an impairment loss previously recognised may no longer exist. An impairment loss is reversed if the asset's or cash-generating unit's recoverable amount exceeds its carrying amount.

Development assets

Development assets are stated at the lower of cost and net realisable value. Cost comprises direct materials and overheads that have been incurred in furthering the development of a project towards financial close, when project financing is in place so that the project undertaking can commence construction. Net realisable value represents the costs plus an estimated development premium to be earned on the costs at financial close of a project.

Financial instruments

Recognition, initial measurement and derecognition

Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the financial instrument and are measured initially at fair value adjusted for transaction costs, except for those carried at fair value through profit or loss which are measured initially at fair value, and trade receivables that do not contain a significant financing component, which are measured at the transaction price in accordance with IFRS 15. Subsequent measurement of financial assets and financial liabilities is described below.

Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and substantially all the risks and rewards are transferred. A financial liability is derecognised when it is extinguished, discharged, cancelled or expires. If the Group issues equity instruments to a creditor to extinguish all or part of a financial liability, the Group recognises in profit or loss the difference between the carrying amount of the financial liability (or part thereof) extinguished and the measurement of the equity instruments issued.

Classification and subsequent measurement of financial assets

For the purpose of subsequent measurement financial assets, other than those designated and effective as hedging instruments, are classified into the following categories upon initial recognition:

   --                amortised cost 
   --                fair value through profit or loss (FVTPL) 
   --                fair value through other comprehensive income (FVOCI) 

In the periods presented, the Group does not have any financial assets categorised as FVOCI.

The classification is determined by both:

   --           the Group's business model for managing the financial asset; and 
   --           the contractual cash flow characteristics of the financial asset. 

All income and expenses relating to financial assets that are recognised in consolidated statement of profit or loss are presented within finance costs or finance income, except for impairment of trade receivables which is presented within administrative expenses.

Financial assets at amortised cost and impairment

Financial assets are measured at amortised cost if the assets meet the following conditions (and are not designated at FVTPL):

-- they are held within the business model whose objective is to hold the financial asset and collect its contractual cash flows;

-- the contractual terms of the financial assets give rise to cash flows that are solely payments of principal and interest on the principal amount outstanding.

After initial recognition, they are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. The Group and Company's cash and cash equivalents, trade and most other receivables fall into this category of financial instruments.

The Group and Company makes use of a simplified approach in accounting for trade and other receivables and records the loss allowance as lifetime expected credit losses. These are the expected shortfalls in contractual cash flows, considering the potential for default at any point during the life of the financial instrument. In calculating, the Group uses its historical experience, external indicators and forward-looking information to calculate the expected credit losses.

Individually significant receivables are considered for impairment when they are past due or when other objective evidence is received that a specific counterparty will default. Receivables that are not considered to be individually impaired are reviewed for impairment in groups, which are determined by reference to the industry and region of the counterparty and other shared credit risk characteristics. The impairment loss estimate is then based on recent historical counterparty default rates for each identified group.

In measuring the expected credit losses, the trade receivables have been assessed on a collective basis as they possess shared credit risk characteristics. They have been grouped based on the days past due and also according to the geographical location of customers.

The expected loss rates are based on the payment profile for sales over the past 48 months before 31 December 2021 and 1 January respectively as well as the corresponding historical credit losses during that period. The historical rates are adjusted to reflect current and forward-looking macroeconomic factors affecting the customer's ability to settle the amount outstanding. The Group has identified gross domestic product (GDP) and unemployment rates in the countries in which the customers are domiciled to be the most relevant factors and accordingly adjusts historical loss rates for expected changes in these factors. However, given the short period exposed to credit risk, the impact of these macroeconomic factors has not been considered significant within the reporting period.

Classification and subsequent measurement of financial liabilities

The Group and Company's financial liabilities include borrowings, lease liabilities, trade and other payables and derivative financial instruments.

Financial liabilities are measured subsequently at amortised cost using the effective interest method except for derivatives and financial liabilities designated at FVTPL, which are carried subsequently at fair value with gains or losses recognised in profit or loss (other than derivative financial instruments that are designated and effective as hedging instruments). All interest-related charges and, if applicable, changes in an instrument's fair value that are reported in profit or loss are included within finance costs or finance income.

Fair values

For financial reporting purposes, fair value measurements are categorised into Level 1, 2 or 3 based on the degree to which inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as follows:

Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities

Level 2: valuation techniques for which the lowest level of inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly

Level 3: valuation techniques for which the lowest level of inputs that have a significant effect on the recorded fair value are not based on observable market data

Income taxes

Tax expense recognised in consolidated statement of profit or loss comprises the sum of deferred tax and current tax not recognised in consolidated statement of other comprehensive income or directly in equity.

Calculation of current tax is based on tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting financial year. Deferred income taxes are calculated using the liability method.

Deferred tax assets are recognised to the extent that it is probable that the underlying tax loss or deductible temporary difference will be utilised against future taxable income. This is assessed based on the Group's forecast of future operating results, adjusted for significant non-taxable income and expenses and specific limits on the use of any unused tax loss or credit.

Deferred tax liabilities are generally recognised in full, although IAS 12 'Income Taxes' specifies limited exemptions. As a result of these exemptions the Group does not recognise deferred tax on temporary differences relating to goodwill, or to its investments in subsidiaries.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and demand deposits, together with other short-term, highly liquid investments maturing within 90 days from the date of acquisition that are readily convertible into known amounts of cash and which are subject to an insignificant risk of changes in value.

Non-current assets and liabilities classified as held for sale and discontinued operations

Non-current assets classified as held for sale are presented separately and measured at the lower of their carrying amounts immediately prior to their classification as held for sale and their fair value less costs to sell. However, some held for sale assets such as financial assets or deferred tax assets, continue to be measured in accordance with the Group's relevant accounting policy for those assets. Once classified as held for sale, the assets are not subject to depreciation or amortisation.

Any profit or loss arising from the sale or remeasurement of discontinued operations is presented as part of a single line item, profit or loss from discontinued operations (see also policy on profit or loss from discontinued operations above).

Equity, reserves and dividend payments

Share capital represents the nominal (par) value of shares that have been issued. Share premium includes any premiums received on issue of share capital. Any transaction costs associated with the issuing of shares are deducted from share premium, net of any related income tax benefits.

Accumulated deficit includes all current and prior financial year retained losses. All transactions with owners of the parent are recorded separately within equity. Dividend distributions payable to equity shareholders are included in other liabilities when the dividends have been approved in a general meeting prior to the reporting date.

Share-based payments

All goods and services received in exchange for the grant of any share-based payment are measured at their fair values. The Company issues equity- settled share-based payments in the form of share options and warrants to certain Directors, employees and advisers.

Equity-settled share-based payments are made in settlement of professional and other costs. These payments are measured at the fair value of the services provided which will normally equate to the invoiced fees and charged to the consolidated statement of profit or loss, share premium account or are capitalised according to the nature of the fees incurred.

Where employees are rewarded using share-based payments, the fair value of employees' services is determined indirectly by reference to the fair value of the equity instruments granted. This fair value is appraised at the grant date and excludes the impact of non-market vesting conditions (for example profitability and sales growth targets and performance conditions). Fair value is estimated using the Black-Scholes valuation model. The expected life used in the model has been adjusted on the basis of management's best estimate for the effects of non- transferability, exercise restrictions and behavioural considerations. All share-based remuneration is ultimately recognised as an expense in profit or loss with a corresponding credit to retained earnings. If vesting years or other vesting conditions apply, the expense is allocated over the vesting year, based on the best available estimate of the number of share options expected to vest.

Non-market vesting conditions are included in assumptions about the number of options that are expected to become exercisable. Estimates are subsequently revised if there is any indication that the number of share options expected to vest differs from previous estimates. Any adjustment to cumulative share-based compensation resulting from a revision is recognised in the current financial year. The number of vested options ultimately exercised by holders does not impact the expense recorded in any financial year.

Upon exercise of share options, the proceeds received, net of any directly attributable transaction costs, are allocated to share capital up to the nominal (or par) value of the shares issued with any excess being recorded as share premium.

Warrants

Share warrants issued to shareholders in connection with share capital issues are measured at fair value at the date of issue and treated as a separate component of equity, in Other Reserves. Fair value is determined at the grant date and is estimated using the Black-Scholes valuation model. Share warrants issued separately to Directors, employees and advisers are accounted for in accordance with the policy on share-based payments.

Post-employment benefit plans

The Group provides post-employment benefit plans through various defined contribution plans.

Defined contribution plans

The Group pays fixed contributions into independent entities in relation to several retirement plans and insurances for individual employees. The Group has no legal or constructive obligations to pay contributions in addition to its fixed contributions, which are recognised as an expense in the period that related employee services are received.

Short-term employee benefits

A liability is recognised for benefits accruing to employees in respect of wages and salaries, annual leave and sick leave in the period the related service is rendered at the undiscounted amount of the benefits expected to be paid in exchange for that service. Liabilities recognised in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for the related service.

Provisions, contingent assets and contingent liabilities

Provisions for legal disputes, onerous contracts or other claims are recognised when the Group has a present legal or constructive obligation as a result of a past event, it is probable that an outflow of economic resources will be required from the Group and amounts can be estimated reliably. Timing or amount of the outflow may still be uncertain.

Restructuring provisions are recognised only if a detailed formal plan for the restructuring exists and management has either communicated the plan's main features to those affected or started implementation. Provisions are not recognised for future operating losses.

Any reimbursement that the Group is virtually certain to collect from a third party with respect to the obligation is recognised as a separate asset. However, this asset may not exceed the amount of the related provision.

No liability is recognised if an outflow of economic resources as a result of present obligations is not probable. Such situations are disclosed as contingent liabilities unless the outflow of resources is remote.

4. Significant management judgement in applying accounting policies and estimation uncertainty

When preparing the financial statements, management makes a number of judgements, estimates and assumptions about the recognition and measurement of assets, liabilities, income and expenses.

Significant management judgements

The following are significant management judgements in applying the accounting policies of the Group that have the most significant effect on the financial statements.

Going concern

As described in the basis of preparation and going concern in Note 3 above, the validity of the going concern basis is dependent upon the achievement of management forecasts taking account of reasonably plausible changes in trading performance and market conditions, which include the continued impact of the Covid-19 pandemic and any related operational and execution delays caused by it. After undertaking the assessments and considering the uncertainties set out above, the Directors have a reasonable expectation that the Group and the Company has adequate resources to continue to operate for the foreseeable future. Furthermore, the Directors are not aware of any material uncertainties that may cast significant doubt upon the Group and Company's ability to continue as a going concern.

Control assessment in a business combination.

As disclosed in Note 19, the Group owns 50.02% of the voting rights in Newry Biomass Limited. One other company owns the remaining voting rights. Management has reassessed its involvement in Newry Biomass Limited in accordance with IFRS 10's revised control definition and guidance and has concluded that, based on its sufficiently dominant voting interests to direct its activities, it has control of Newry Biomass Limited.

Interests in joint ventures

The Group holds 50.1% of the share capital of EQTEC Synergy Projects Limited but this entity is considered to be a joint venture as decisions about the relevant activities requires the unanimous consent of both the Group and the joint venture partner.

The Group holds 49% of the share capital of Synergy Karlovac d.o.o. and Synergy Belisce d.o.o. However, this entity is considered to be a joint venture of the Group as decisions about the relevant activities requires the unanimous consent of both the Group and the joint venture partner.

Revenue

As revenue from construction contracts is recognised over time, the amount of revenue recognised in a reporting period depends on the extent to which the performance obligation has been satisfied. It also requires significant judgment in determining the estimated costs required to complete the promised work when applying the cost-to-cost method.

Deferred tax assets

Deferred tax is recognised based on differences between the carrying value of assets and liabilities and the tax value of assets and liabilities. Deferred tax assets are only recognised to the extent that the Group estimates that future taxable profits will be available to offset them. The Group and Company has not recognised any deferred tax assets in the current or prior financial years.

Estimation uncertainty

Information about estimates and assumptions that have the most significant effect on recognition and measurement of assets, liabilities, income and expenses is provided below. Actual results may be substantially different.

Impairment of goodwill and non-financial assets

Determining whether goodwill and non-financial assets are impaired requires an estimation of the value in use of the cash generating units to which the assets have been allocated. The value in use calculation requires the directors to estimate the future cash flows to arise from the cash-generating unit and a suitable discount rate in order to calculate present value. Where the actual cash flows are less than expected, a material impairment may arise. The estimate for future cash flows includes consideration of possible delays due to Covid-19. The total property, plant and equipment reversal of impairment charges during the financial year as included in Note 17 amounted to EURNil (2020: EURNil), while the impairment for goodwill during the financial year as included in Note 18 amounted to EURNil (2020: EURNil).

Provision for impairment of financial assets - Group

Determining whether the carrying value of financial assets has been impaired requires an estimation of the value in use of the investment in associated undertakings and joint venture vehicles. The value in use calculation requires the directors to estimate the future cash flows expected to arrive from these vehicles and a suitable discount rate in order to calculate present value. After reviewing these calculations, the directors are satisfied that a net impairment cost of EURNil (2020: EURNil) be recognised in the Group accounts of EQTEC plc.

Provision for impairment of investment in subsidiaries - Company

Determining whether the carrying value of the Company's investment in subsidiaries has been impaired requires an estimation of the value in use of the investment in subsidiaries. The value in use calculation requires the directors to estimate the future cash flows expected to arrive from these vehicles and a suitable discount rate in order to calculate present value. After reviewing these calculations, the directors are satisfied that a net impairment cost of EURNil (2020: EURNil) be recognised in the Company accounts of EQTEC plc.

Useful lives and residual values of intangible assets

Intangible assets are amortised over their useful lives taking into account, where appropriate, residual values. Assessment of useful lives and residual values are performed annually, taking into account factors such as technological innovation, market information and management considerations. In assessing the residual value of an asset, its remaining life, projected disposal value and future market conditions are taken into account. Detail on intangible assets can be found in note 18.

Allowances for impairment of trade receivables

The Group estimates the allowance for doubtful trade receivables based on assessment of specific accounts where the Group has objective evidence comprising default in payment terms or significant financial difficulty that certain customers are unable to meet their financial obligations. In these cases, judgment used was based on the best available facts and circumstances including but not limited to, the length of relationship. The Group and Company measure expected credit losses of a financial instrument in a way that reflects an unbiased and probability-weighted amount that is determined by evaluating a range of possible outcomes, the time value of money and information about past events, current conditions and forecasts of future economic conditions. When measuring ECL the Group and Company use reasonable and supportable forward-looking information, which is based on assumptions for the future movement of different economic drivers and how these drivers will affect each other. At 31 December 2021, provisions for doubtful debts amounted to EUR475,687 which represents 9% of trade receivables at that date (31 December 2020: EUR475,687- 74%) (see note 25).

Share based payments and warrants

The calculation of the fair value of equity-settled share-based awards and warrants issued in connection with share issues and the resulting charge to the consolidated statement of profit or loss or share-based payment reserve requires assumptions to be made regarding future events and market conditions. These assumptions include the future volatility of the Company's share price. These assumptions are then applied to a recognised valuation model in order to calculate the fair value of the awards at the date of grant (See Notes 10 and 27).

Estimating impairment of development assets

Management estimates the net realisable values of development assets, taking into account the most reliable evidence available at each reporting date. The future realisation of these development assets may be affected by market-driven changes that may reduce future prices/premiums (See Note 24).

   5.              FINANCIAL RISK MANAGEMENT 

Financial risk management objectives and policies

The Group and Company's activities expose it to a variety of financial risks: credit risk, liquidity risk, interest rate risk and foreign currency exchange risk.

The Group and Company's financial risk management programme aims to manage the Group's exposure to the aforementioned risks in order to minimise the potential adverse effects on the financial performance of the Group and Company. The Group and Company seeks to minimise the effects of these risks by monitoring the working capital position, cash flows and interest rate exposure of the Group and Company. There is close involvement by members of the Board of Directors in the day-to-day running of the business.

Many of the Group and Company's transactions are carried out in Pounds Sterling.

Credit risk

Credit risk is the risk that a counterparty fails to discharge an obligation to the Group and Company. The Group and Company is exposed to credit risk from financial assets including cash and cash equivalents held at banks, trade and other receivables and loans receivable from project development undertakings.

The Group's maximum exposure to credit risk is represented by the balance sheet amount of each financial asset:

 
                                                   2021        2020 
                                                    EUR         EUR 
 Loans receivable from project development 
  undertakings                                3,000,469     482,537 
 Trade and other receivables                  6,876,747     894,531 
 Cash and cash equivalents                    6,446,217   6,394,791 
 
 

The Company's maximum exposure to credit risk is represented by the balance sheet amount of each financial asset:

 
                                                    2021        2020 
                                                     EUR         EUR 
 Loans receivable from project development 
  undertakings                                   613,678     243,598 
 Trade and other receivables                  14,507,848   2,703,491 
 Cash and cash equivalents                     4,845,633   6,111,864 
 
 

The Group and Company's credit risk is primarily attributable to its loans receivable from project development undertakings and trade and other receivables.

Credit risk (continued)

The Group has adopted procedures in extending credit terms to customers and in monitoring its credit risk. The Group's exposure to credit risk arises from defaulting customers, with a maximum exposure equal to the carrying amount of the related receivables. Provisions are made for impairment of trade receivables when there is default of payment terms and significant financial difficulty. On-going credit evaluation is performed on the financial condition of accounts receivable at operating unit level at least on a monthly basis.

The Group had risk exposure to the following counterparties at year-end:

 
                                                   2021            2020 
                                                    EUR             EUR 
 Loans receivable from project development 
  undertakings 
 Loan receivable from Logik Wte Limited       1,538,420         170,561 
 Loan receivable from Shankley Biogas 
  Limited                                       848,371          68,378 
 Trade and other receivables 
 Receivable from Synergy Karlovac d.o.o.      2,202,884               - 
 Receivable from Synergy Belisce d.o.o.       1,962,925               - 
 

Apart from the above, the Group does not have significant risk exposure to any single counterparty or any group of counterparties having similar characteristics. The Group defines counterparties as having similar characteristics if they are related parties. Concentration of credit risk related to the above companies did not exceed 20% of gross monetary assets at any time during the year. Concentration of credit risk to any other counterparty did not exceed 5% of gross monetary assets at any time during the financial year.

Exposure to credit risk on cash deposits and liquid funds is monitored by directors. Cash held on deposit is with financial institutions in the Ba rating category of Moody's (2020: Ba). The directors are of the opinion that the likelihood of default by a counter party leading to material loss is minimal. The reconciliation of loss allowance is included in Note 25.

Liquidity risk

The Group and Company's liquidity is managed by ensuring that sufficient facilities are available for the Group and Company's operations from diverse funding sources. The Group uses cash flow forecasts to regularly monitor the funding requirements of the Group. The Group's operations are funded by cash generated from financing activities, borrowings from banks and investors and proceeds from the issuance of ordinary share capital.

The table below details the maturity of the Group's liabilities as at 31 December 2021:

 
                                                          After 
                              Up to 1 year     1 - 5    5 years       Total 
                                               years 
                    Notes              EUR       EUR        EUR         EUR 
-----------------  ------  ---------------  --------  ---------  ---------- 
 Trade and other 
  payables             31        6,921,806         -          -   6,921,806 
 Investor loans        29                -         -          -           - 
 Bank overdraft        29                -         -          -           - 
                                 6,921,806         -          -   6,921,806 
=================  ======  ===============  ========  =========  ========== 
 

The table below details the maturity of the Group's liabilities as at 31 December 2020:

 
                                                          After 
                              Up to 1 year     1 - 5    5 years       Total 
                                               years 
                    Notes              EUR       EUR        EUR         EUR 
-----------------  ------  ---------------  --------  ---------  ---------- 
 Trade and other 
  payables           31          3,183,980         -          -   3,183,980 
 Investor loans      29            896,641         -          -     896,641 
 Bank overdraft      29            124,210         -          -     124,210 
                                 4,204,831         -          -   4,204,831 
=================  ======  ===============  ========  =========  ========== 
 

Maturity of all Company's liabilities as at 31 December 2021 and 31 December 2020 are up to 1 year. Refer to Note 29 and 31 for the outstanding balance.

Interest rate risk

The primary source of the Group's interest rate risk relates to bank loans and other debt instruments while the Company's interest rate risk relates to debt instruments. The interest rates on these liabilities are disclosed in Note 29.

Interest rate risk (continued)

The Group's bank borrowings and other debt instruments (excluding amounts in the disposal group) amounted to EURNil and EUR1,020,851 in 31 December 2021 and 31 December 2020, respectively. The Company's debt instruments amounted to EURNil and EUR896,641 in 31 December 2021 and 31 December 2020, respectively.

The interest rate risk is managed by the Group and Company by maintaining an appropriate mix of fixed and floating rate borrowings. The Group does not engage in hedging activities. Bank borrowings and certain debt instruments are arranged at floating rates which are mainly based upon EURIBOR and the prime lending rate of financial institutions thus exposing the Group to cash flow interest rate risk. The other remaining debt instruments were arranged at fixed interest rates and expose the Group to a fixed cash outflow.

These bank borrowings and debt instruments are mostly medium-term to long-term in nature. Interest rates on loans received from investors and shareholders are fixed in some cases while others are a fixed percentage greater than current prime lending rates. 'Medium-term' refers to bank borrowings and debt instruments repayable between 2 and 5 years and 'long-term' to bank borrowings repayable after more than 5 years.

The sensitivity analysis below has been determined based on the exposure to interest rates for non-derivative instruments at the end of the reporting financial year. For floating rate liabilities, the analysis is prepared assuming that the amount of the liability outstanding at the end of the financial year was outstanding for the whole year. A 50-basis point increase or decrease is used when reporting interest rate risk internally to key management personnel and represents management's assessment of the reasonably possible changes in interest rates.

If interest rates have been 50 basis points higher/lower and all other variables were held constant, the Group's loss for the financial year ended 31 December 2021 would increase/decrease by EURNil (2020: increase/decrease by EUR621) with a corresponding decrease/increase in equity.

The Group's sensitivity to interest rates has decreased during the current financial year mainly due to the repayment of investor loans in EQTEC plc in the financial year.

Foreign exchange risk

The Group and Company is mainly exposed to future changes in the Sterling, the US Dollar and the Croatian Kuna relative to the Euro. These risks are managed by monthly review of Sterling, US Dollar and Croatian Kuna denominated monetary assets and monetary liabilities and assessment of the potential exchange rate fluctuation exposure. The Group and Company's exposure to foreign exchange risk is not actively managed. Management will reassess their strategy to foreign exchange risk in the future.

The carrying amount of the Group's foreign currency denominated monetary assets and monetary liabilities at the end of the reporting financial year are as follows:

 
                                    Liabilities                      Assets 
                        2021                2020        2021                2020 
                         EUR                 EUR         EUR                 EUR 
 Sterling          3,813,537           2,722,298   8,208,131           6,441,771 
 US Dollar                 -             984,906      25,695              38,354 
 Croatian Kuna       240,247                   -   1,212,271                   - 
 

The carrying amount of the Company's foreign currency denominated monetary assets and monetary liabilities at the end of the reporting financial year are as follows:

 
                                Liabilities                     Assets 
                            2021        2020           2021          2020 
                             EUR         EUR            EUR           EUR 
 Sterling                169,433     461,909     12,822,699     7,221,106 
 US Dollar                     -     984,906         45,549        54,661 
 

The following table details the Group and Company's sensitivity to a 10% increase and decrease in the Euro against the relevant foreign currencies. 10% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management's assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the year-end for a 10% change in foreign currency rates. The sensitivity analysis includes external loans as well as loans to foreign operations within the Group where the denomination of the loan is in the currency other than the currency of the lender or the borrower. A positive number below indicates an increase in profit where the Euro strengthens 10% against the relevant currency. For a 10% weakening of the Euro against the relative currency, there would be a comparable impact on the loss, and the balances below will be negative.

 
                                     Group                        Company 
                               2021             2020       31 Dec 2021    31 Dec 2020 
                                EUR              EUR               EUR            EUR 
 Sterling Impact: 
  Profit and loss/equity    443,898          375,704         1,278,108        682,747 
 US Dollar Impact: 
  Profit & Loss/Equity        2,288           95,611             4,056         93,964 
 Croatian Kuna: Profit       98,184                -                 -              - 
  and loss/equity 
 

Foreign exchange risk (continued)

The Group and Company's sensitivity to foreign currency has increased during the current financial year mainly due to the placing of equity for sterling in the financial year, coupled with the set up of a new Croatian subsidiary.

Market risk

The Group's activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates, which are detailed above. There has been no change to the Group's exposure to market risks or the manner in which it manages and measures the risk.

Price risk

The Group is exposed to equity price risk in respect of its investment in Metal NRG plc, which is listed on the London Stock Exchange (see Note 22).

The investment in Metal NRG plc is considered a long-term, strategic investment. In accordance with the Group's policies, no specific hedging activities are undertaken in relation to these investments. The investments are continuously monitored and voting rights arising from these equity instruments are utilised in the Group's favour.

The sensitivity analyses below have been determined based on the exposure to equity price risks at the reporting date. If the quoted stock price for these securities increased or decreased by 5%, the net loss for the year ended 31 December 2021 and 2020 would increase/decrease by EUR25,349 (2020: Not applicable) as a result of the changes in fair value of the investments in listed shares.

   6.               CAPITAL MANAGEMENT POLICIES AND PROCEDURES 

The Group manages its capital to ensure that the Group is able to continue as a going concern while maximising the return to shareholders through the optimisation of the debt and equity balance.

The capital structure of the company consists of financial liabilities, cash and cash equivalents and equity attributable to the equity holders of the parent company.

The Group's management reviews the capital structure on a yearly basis. As part of the review, management considers the cost of capital and risks associated with it. The Group's overall strategy on capital risk management is to continue to improve the ratio of debt to equity.

The Group manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares, or sell assets to reduce debt.

No changes were made in the objectives, policies or processes for managing capital during the years ended 31 December 2021 and 2020.

The gearing ratio of the Group for the financial year presented is as follows:

 
                             31 Dec 2021   31 Dec 2020 
--------------------------  ------------  ------------ 
                                     EUR           EUR 
 Borrowings                            -     1,020,851 
 Lease liabilities               257,708       191,707 
 Cash and bank balances      (6,446,217)   (6,394,791) 
 Net debt                    (6,188,509)   (5,182,233) 
 Equity                       45,764,488    27,524,725 
--------------------------  ------------  ------------ 
 
 Net debt to equity ratio          (14%)         (19%) 
--------------------------  ------------  ------------ 
 
   7.              SEGMENT INFORMATION 

Information reported to the chief operating decision maker for the purposes of resource allocation and assessment of segment performance focuses on the products and services sold to customers. The Group's reportable segments under IFRS 8 Operating Segments are as follows:

Technology Sales: Being the sale of Gasification Technology and associated Engineering and Design Services;

Power Generation: Being the development and operation of renewable energy electricity and heat generating plants.

The chief operating decision maker is the Chief Executive Officer. Information regarding the Group's current reportable segment is presented below. The following is an analysis of the Group's revenue and results from continuing operations by reportable segment:

 
                                         Segment Revenue       Segment Profit/(Loss) 
                                 2021               2020          2021          2020 
                                  EUR                EUR           EUR           EUR 
 
 Technology 
  Sales                     9,171,764          2,234,727       995,000     (878,877) 
 Power Generation                   -                  -         (328)      (11,094) 
 Total from 
  continuing 
  operations                9,171,764          2,234,727       994,672     (889,971) 
 Central administration costs and directors' 
  salaries                                                 (3,554,854)   (2,548,506) 
 Impairment costs                                              (5,498)      (17,250) 
 Other income                                                        -        61,922 
 Other losses                                              (1,418,860)     (170,059) 
 Change in fair value of                                     (250,378)             - 
  financial investments 
 Foreign currency gains                                        348,885       211,337 
 Employee share-based compensation                           (205,648)   (1,297,309) 
 Share of results from equity                                 (24,188)             - 
  accounted investments 
 Gains from sales to equity                                  (211,478)             - 
  accounted investments deferred 
 Gain arising from loss                                          9,957             - 
  of control of subsidiaries 
 Finance income                                                134,069        17,329 
 Finance costs                                               (517,108)   (1,206,392) 
 Loss before taxation (continuing 
  operations)                                              (4,700,429)   (5,838,899) 
 
 

Revenue reported above represents revenue generated from associated companies, jointly controlled entities and external customers. Inter-segment sales for the financial year amounted to EURNil (2020: EURNil). Included in revenues in the Technology Sales Segment are revenues of EUR7,084,872 (2020: EUR1,980,000) which arose from sales to associate undertakings and joint ventures of EQTEC plc. This represents 77% (2020: 89%) of total revenues in the financial year. A breakdown of the turnover by associated undertaking and joint venture is set out in Note 34 Related Party Transactions.

The accounting policies of the reportable segments are the same as the Group's accounting policies described in Note 3. Segment profit or loss represents the profit or loss earned by each segment without allocation of central administration costs and directors' salaries, other operating income, share of profit or loss of jointly controlled entities, profit on disposal of jointly controlled entities, interest costs, interest income and income tax expense. This is the measure reported to the chief operating decision maker for the purpose of resource allocation and assessment of segment performance.

Other segment information:

 
                      Depreciation and amortisation     Additions to non-current 
                                                                 assets 
                             2021               2020         2021            2020 
                              EUR                EUR          EUR             EUR 
 Technology sales          84,381             83,463      195,643               - 
 Power Generation               -                  -            -               - 
 Head Office              144,824                  -    2,708,474               - 
 
                          229,205             83,463    2,904,117               - 
 
 

In addition to the depreciation and amortisation reported above, reversal of impairment losses of EURNil (2020: EURNil) were recognised in respect of property, plant, equipment and intangible assets and goodwill respectively.

The Group operates in four principal geographical areas: Republic of Ireland (country of domicile), the European Union, the United States of America and the United Kingdom. The Group's revenue from continuing operations from external customers and information about its non-current assets* by geographical location are detailed below:

 
                         Revenue from Associates                Non-current assets* 
                          and External Customers 
                               2021               2020           2021                 2020 
                                EUR                EUR            EUR                  EUR 
 Republic of                      -                  -              -                    - 
  Ireland 
 EU                       6,734,156            254,727      2,720,427              187,792 
 United States 
  of America              2,437,608          1,980,000              -                    - 
 United Kingdom                   -                  -        147,808                    - 
 
                          9,171,764          2,234,727      2,868,235              187,792 
 

*Non-current assets excluding goodwill, financial instruments, deferred tax and investment in jointly controlled entities and associates.

The management information provided to the chief operating decision maker does not include an analysis by reportable segment of assets and liabilities and accordingly no analysis by reportable segment of total assets or total liabilities is disclosed.

   8.               REVENUE 

An analysis of the Group's revenue for the financial year (excluding interest revenue), from continuing and discontinued operations, is as follows:

 
                                                           Continuing                               Discontinued 
                                         2021                     2020                                      2021            2020 
                                          EUR                      EUR                                       EUR             EUR 
   Revenue from technology 
    sales                           8,022,509                2,234,727                                         -               - 
   Revenue from the 
    generation 
    of energy from wind                     -                        -                                         -         135,644 
   Revenue from development         1,149,255                        -                                         -               - 
    fees 
 
                                    9,171,764                2,234,727                                         -         135,644 
 
 
   9.               OTHER INCOME 
 
                                                                  Continuing                           Discontinued 
                                                        2021             2020             2021                  2020 
                                                         EUR              EUR              EUR                   EUR 
 Operating grants                                          -           39,782                -                     - 
 Reimbursement of wind development                         -           16,449                -                     - 
  costs 
 Other income                                              -            5,691                -                     - 
                                                           -           61,922                -                     - 
 
   10.            EMPLOYEE SHARE-BASED PAYMENTS 
 
                                                         Continuing                           Discontinued 
                                       2021                     2020             2021                  2020 
                                        EUR                      EUR              EUR                   EUR 
 Expensed in the year               205,648                1,297,309                -                     - 
 

The share-based payment expense includes the cost of employee warrants and options granted and vested in the year (Note 27).

 
 11.    FINANCE COSTS AND INCOME 
                                                 Continuing              Discontinued 
                                              2021          2020          2021          2020 
        Finance Costs                          EUR           EUR           EUR           EUR 
  Interest on loans, 
   bank facilities and 
   overdrafts                               41,818     1,149,141             -        18,382 
  Fees on early redemption 
   of loans                                466,929        50,149             -             - 
  Interest expense for 
   leasing arrangements                      8,341         7,102             -             - 
        Other interest                          20             -             -             - 
                                           517,108     1,206,392             -        18,382 
        Finance Income 
  Interest receivable 
   on loans advanced                       121,459        13,397             -             - 
  Interest receivable 
   on deferred consideration                12,610         3,932             -             - 
  Interest receivable 
   on bank deposits                              -             -             3             3 
                                        134,069           17,329             3             3 
 

Included in finance costs under continuing activities is an amount of EURNil (2020: EUR522,349) with respect to lender warrants granted during the year (see Note 27).

   12.            OTHER LOSSES 
 
                                                                 Continuing                           Discontinued 
                                                    2021                2020             2021                  2020 
                                                     EUR                 EUR              EUR                   EUR 
 Loss on debt for equity swap                  1,418,860             170,059                -                     - 
 

During the financial year the Group extinguished some of its financial liabilities by issuing equity instruments. In accordance with IFRIC 19 Extinguishing Financial Liabilities with Equity Instruments, the loss recognised on these transactions was EUR1,418,860 (2020: EUR170,059).

 
 13.    EMPLOYEE DATA                                         2021                2020 
                                                               EUR                 EUR 
        The aggregate payroll costs of employees 
         (including executive directors) in the 
         Group were as follows: 
  Salaries                                               1,575,325             858,915 
  Social insurance costs                                   284,643             163,423 
  Pension costs - defined contribution 
   plans                                                    34,134            (16,932) 
        Termination payments                               241,061                   - 
        Other compensation costs: 
  Cost of share-based payments                             205,648           1,297,309 
        Short term incentives                              506,999                   - 
        Private health insurance and other insurance        15,071                   - 
         costs 
 
                                                         2,862,881           2,302,715 
 
                                                               No.                 No. 
  Average number of employees (including 
   executive directors)                                         19                  13 
 

Company

 
   Average number of employees (including executive 
    directors)                                         4   2 
 

Capitalised employee costs in the financial year amounted to EURNil (2020 EURNil).

 
 14.     LOSS BEFORE TAXATION                                                            2021                  2020 
                                                                                          EUR                   EUR 
         Loss before taxation on continuing 
          operations is stated after charging/(crediting): 
         Depreciation of leasehold buildings 
          (Note 17)                                                                   156,520                83,463 
         Amortisation of intangible assets                                             72,685                     - 
          (Note 18) 
         Impairment of investments (Note 22)                                                -                17,250 
         Movement in fair value of investments                                        250,378                     - 
          (Note 22) 
         Research and development                                                      17,991                26,412 
         Gains on foreign exchange                                                  (348,885)             (211,337) 
         Directors' remuneration: for services 
          as directors                                                                111,234               486,122 
         (Note 34). for salaries as management                                        730,496               408,948 
                                                                    share-based 
                                                                     payments          86,261             1,127,141 
                                                                    compensation      241,061                     - 
                                                                    for loss of 
                                                                    office 
         Impairment of development assets (Note                                         5,498                     - 
          24) 
 
                                                                                         2021                2020 
                                                                                          EUR                 EUR 
  Auditor's remuneration: 
  Audit of Group accounts                                                              90,000              60,000 
  Tax advisory services                                                                15,000              11,000 
 
                                                                                      105,000              71,000 
 
 
 
 15.    INCOME TAX                                                  2021                2020 
                                                                     EUR                 EUR 
        Income tax expense comprises: 
        Current tax expense                                            -                   - 
        Deferred tax credit                                            -                   - 
        Adjustment for prior financial                                 -                   - 
         years 
        Tax expense                                                    -                   - 
 
                                                                    2021                2020 
                                                                     EUR                 EUR 
 
  Loss before taxation                                       (4,700,429)         (5,767,815) 
 
 
  Applicable tax 12.50% (2020: 
   12.50%)                                                     (587,554)           (720,977) 
 
        Effects of: 
 
  Amortisation & depreciation in 
   excess of capital allowances                                   28,475              17,130 
  Expenses not deductible for tax 
   purposes                                                      234,361             248,715 
  Losses carried forward                                         324,718             455,132 
 
  Movement in deferred tax                                             -                   - 
  Actual tax expense                                                   -                   - 
 

The tax rate used for the reconciliation above is the corporate rate of 12.5% payable by corporate entities in Ireland on taxable profits under tax law in that jurisdiction.

 
 
 16.    LOSS PER SHARE                       2021        2020 
                                          EUR per     EUR per 
                                            share       share 
        Basic loss per share 
  From continuing operations              (0.001)     (0.001) 
        From discontinued operations            -           - 
  Total basic loss per share              (0.001)     (0.001) 
 
        Diluted loss per share 
  From continuing operations              (0.001)     (0.001) 
        From discontinued operations            -           - 
  Total diluted loss per share            (0.001)     (0.001) 
 

The loss and weighted average number of ordinary shares used in the calculation of the basic and diluted loss per share are as follows:

 
                                                       2021            2020 
                                                        EUR             EUR 
  Loss for financial year attributable 
   to equity holders of the parent              (4,700,497)     (5,762,733) 
 
  Profit for the financial year from 
   discontinued operations used in 
   the calculation of basic earnings 
   per share from discontinued operations                 -          71,084 
 
  Losses used in the calculation 
   of basic loss per share from continuing 
   operations                                   (4,700,497)     (5,833,817) 
                                                        No.                No. 
  Weighted average number of ordinary 
   shares for 
  the purposes of basic loss per 
   share                                      7,956,449,726      5,435,107,932 
  Weighted average number of ordinary 
   shares for 
  the purposes of diluted loss per 
   share                                      7,956,449,726      5,435,107,932 
 
 
 
 

Dilutive and anti-dilutive potential ordinary shares

The following potential ordinary shares were excluded in the diluted earnings per share calculation as they were anti-dilutive.

 
 
                                       2021                     2020 
 
  Share warrants in issue       464,005,793              651,936,876 
  Share options in issue         67,304,542               33,652,271 
  LTIP options in issue          21,124,586                        - 
  Total anti-dilutive shares    552,434,921              685,589,147 
 
 

Details of share warrants and share options in issue outstanding at year-end are set out in Note 27.

 
 17.     PROPERTY, PLANT AND 
          EQUIPMENT 
 
 
                                         Right of             Office        Construction 
                                       Use Assets          equipment         in Progress         Total 
   Group                                      EUR                EUR                 EUR           EUR 
   Cost 
   At 1 January 2020                      354,718            181,264           2,465,103     3,001,085 
   Disposals                                    -          (117,922)                   -     (117,922) 
   Derecognition of assets                      -                  -         (2,465,103)   (2,465,103) 
   At 31 December 2020                    354,718             63,342                   -       418,060 
   Additions                              219,301                  -             192,757       412,058 
   Exchange differences                     5,297                  -                   -         5,297 
   At 31 December 2021                    579,316             63,342             192,757       835,415 
 
   Accumulated depreciation 
   At 1 January 2020                       83,463            181,264           2,465,103     2,729,830 
   Charge for the financial year           83,463                  -                   -        83,463 
   Charge on disposal                           -          (117,922)                   -     (117,922) 
   Derecognition of assets                      -                  -         (2,465,103)   (2,465,103) 
   At 31 December 2020                    166,926             63,342                   -       230,268 
   Charge for the financial year          156,520                  -                   -       156,520 
   Exchange differences                     1,766                  -                   -         1,766 
   At 31 December 2021                    325,212             63,342                   -       388,554 
 
   Carrying amount 
   At 31 December 2020                    187,792                  -                   -       187,792 
   At 31 December 2021                    254,104                  -             192,757       446,861 
 

Included in the net carrying amount of property, plant and equipment are right-of-use assets as follows:

 
                                               2021        2020 
                                                EUR         EUR 
 Leasehold buildings                        254,104     187,792 
 
 
                                             Office 
                                          Equipment       Total 
  Company                                       EUR         EUR 
  Cost 
  At 1 January 2020, at 31 December 
   2020 and at 31 December 2021               1,233       1,233 
 
  Accumulated depreciation 
  At 1 January 2020, at 31 December 
   2020 and at 31 December 2021               1,233       1,233 
 
  Carrying amount 
  At 1 January 2021                               -           - 
 
  At 31 December 2021                             -           - 
 
 
 18.   INTANGIBLE 
        ASSETS 
        Group                                            Goodwill            Patents               Total 
        Cost                                                  EUR                EUR                 EUR 
 
  As at 1 January 2020 
   and at 31 December 
   2020                                                16,710,497                  -          16,710,497 
  Additions, separately 
   acquired                                                     -          2,492,059           2,492,059 
 
  As at 31 December 
   2021                                                16,710,497          2,492,059          19,202,556 
 
    Amortisation and Impairment 
    As at 1 January 2020                                1,427,038                  -           1,427,038 
        Impairment losses                                       -                  -                   - 
 
  As at 31 December 
   2020                                                 1,427,038                  -           1,427,038 
  Amortisation                                                  -             72,685              72,685 
        Impairment losses                                       -                  -                   - 
 
  As at 31 December 
   2021                                                 1,427,038             72,685           1,499,723 
 
        Carrying value 
  As at 31 December 
   2020                                                15,283,459                  -          15,283,459 
  As at 31 December 
   2021                                                15,283,459          2,419,374          17,702,833 
 
 
 
 Company                                      Patents              Total 
 Cost                                             EUR                EUR 
 
 As at 1 January 2020 
  and at 31 December                                -                  - 
  2020 
 Additions                                  2,492,059          2,492,059 
 
 As at 31 December 2021                     2,492,059          2,492,059 
 
   Amortisation and Impairment 
   As at 1 January 2020 
   and at 31 December                               -                  - 
   2020 
 Amortisation                                  72,685             72,685 
 
 As at 31 December 2021                        72,685             72,685 
 
 Carrying value 
 As at 31 December 2020                             -                  - 
 As at 31 December 2021                     2,419,374          2,419,374 
 

Patents

During the year ended 31 December 2021, the Group acquired patents from a company controlled by one of the directors. Patents and trademarks are amortised over their estimated useful lives, which is on average 20 years. The average remaining amortisation period for these patents is 19.4 years (2020: Not applicable).

Goodwill

Cash-generating units

Goodwill acquired in business combinations is allocated, at acquisition, to the cash-generating units (CGUs) that are expected to benefit from that business combination. A CGU is the smallest identifiable group of assets that generate cash inflows that are largely independent of the cash inflows from other assets or group of assets. The CGUs represent the lowest level within the Group at which the associated goodwill is assessed for internal management purposes and are not larger than the operating segments determined in accordance with IFRS 8 Operating Segments. A total of 1 CGUs (2020: 1) have been identified and these are all associated with the Technology Sales Segment. The carrying value of the goodwill within the Technology Sales Segment is EUR15,283,459 (2020: EUR15,283,459).

In accordance with IAS 36 Impairment of Assets, the CGUs to which significant amounts of goodwill have been allocated are as follows:

 
                             2021           2020 
                              EUR            EUR 
  Eqtec Iberia SLU     15,283,459   15,283,459 
 
 
 
 
 

For the purpose of impairment testing, the discount rates applied to this CGU to which significant amounts of goodwill have been allocated was 14% (2020: 14%) for the Eqtec Iberia CGU.

Annual test for impairment

Goodwill acquired through business combinations has been allocated to the above CGU for the purpose of impairment testing. Impairment of goodwill occurs when the carrying value of the CGU is greater than the present value of the cash that it is expected to generate (i.e. the recoverable amount). The Group reviews the carrying value of each CGU at least annually or more frequently if there is an indication that a CGU may be impaired.

The recoverable amount of each CGU is determined from value-in-use calculations. The forecasts used in these calculations are based on a financial plan approved by the Board of Directors, plus 5-year projections forecasted by management, and specifically excludes any future acquisition activity.

The value in use calculation represents the present value of the future cash flows, including the terminal value, discounted at a rate appropriate to each CGU. The real pre-tax discount rates used is 14% (2020: 14%). These rates are based on the Group's estimated weighted average cost of capital, adjusted for risk, and are consistent with external sources of information.

The cash flows and the key assumptions used in the value in use calculations are determined based on management's knowledge and expectation of future trends in the industry. Expected future cash flows are, however, inherently uncertain and are therefore liable to material change over time. The key assumptions used in the value in use calculations are subjective and include projected EBITDA margins, net cash flows, discount rates used and the duration of the discounted cash flow model. The estimate for future cash flows includes consideration of possible delays due to Covid-19.

The directors performed sensitivity analysis to account for changes in value in use calculation due to potential delays in commencement of the projects. The following are the sensitivities performed:

   --      1% increase in discount rate 
   --      1 project delayed in 2022, 2 projects delayed in 2023, 3 projects delayed in 2024 
   --      Zero percentage long term growth rate (year 6 onwards) 
   --      1 major anticipated project delayed until 2023 

All of these sensitivity analysis resulted in no impairment. An impairment loss of EURNil (2020: EURNil) has been calculated for the financial year ended 31 December 2021.

 
 
 
 
 19.   INVESTMENT IN SUBSIDIARY UNDERTAKINGS 
 

COMPANY

 
                                                                  2021                   2020 
   Investment in subsidiary                                        EUR                    EUR 
    undertakings 
   At beginning of financial 
    year                                                    17,869,630             16,869,625 
   Reclassification of inter-company 
   balance as contribution 
   to capital in Eqtec Iberia                                        -              1,000,000 
   Investment in other subsidiaries                             10,000                      5 
   Transfer of investment in 
   subsidiaries to other subsidiary                           (10,003)                      - 
   undertakings 
   Share options and awards                                    124,877                      - 
 
   At end of financial year                                 17,994,504             17,869,630 
 
   Loans to subsidiary undertakings 
   At beginning of financial 
    year                                                             -                571,304 
   Provision for impairment 
    of investment in subsidiaries                                    -              (571,304) 
 
   At end of financial year                                          -                      - 
 
   The share options and awards addition reflect the cost of 
    share-based payments attributable to employees of subsidiary 
    undertakings, which are treated as capital contributions 
    by the Company. 
 
   During the year, the Company transferred shareholdings in 
    subsidiary undertakings at cost to other subsidiary undertakings. 
 
 
 
 
 
 

Details of EQTEC plc subsidiaries at 31 December 2021 are as follows:

 
                                   Country of 
       Name                        Incorporation             Shareholding         Registered         Principal 
                                                                                   Office            activity 
                                                                                                     Provision of 
                                                                                                     technical 
       Eqtec Iberia                                                                                  engineering 
        SLU                        Spain                         100%                 5              services 
       EQTEC Holdings              Republic of                                                       Development of 
        Limited                     Ireland                      100%                 1              building projects 
       EQTEC UK Services 
        Limited (formerly 
        EQTEC Holdings                                                                               Development of 
        (UK) Limited)              United Kingdom                100%                 2              building projects 
       Haverton WTV                                                                                  Waste-to-energy 
        Limited                    United Kingdom                100%                 2               developer 
                                                                                                     Waste-to-energy 
       Deeside WTV Limited         United Kingdom                100%                 2               developer 
       Southport WTV 
        Limited (formerly 
        Humber Gate WTV                                                                              Waste-to-energy 
        Limited)                   United Kingdom                100%                 2               developer 
       Newry Biomass               Republic of 
        No. 1 Limited               Ireland                      100%                 1              Dormant company 
       React Biomass               Republic of 
        Limited                     Ireland                      100%                 1              Dormant company 
       Reforce Energy              Republic of 
        Limited                     Ireland                      100%                 1              Dormant company 
       Grass Door Limited          United Kingdom                100%                 3              Dormant company 
       Newry Biomass 
        Limited                    Northern Ireland             50.02%                4              Dormant company 
       Enfield Biomass 
        Limited                    United Kingdom                100%                 3              Dormant company 
       Moneygorm Wind              Republic of 
        Turbine Limited             Ireland                      100%                 1              Dormant company 
                                   Republic of 
       Eqtec No. 1 Limited          Ireland                      100%                 1              Dormant company 
       Eqtec Strategic 
        Project Finance 
        Limited                    United Kingdom                100%                 3              Dormant company 
       Clay Cross Biomass 
        Limited                    United Kingdom                100%                 3              Dormant company 
       Altilow Wind                Republic of 
        Turbine Limited             Ireland                      100%                 1              Dormant company 
       Synergy Projects                                                                              Waste-to-energy 
        d.o.o.                     Croatia                       100%                 6               developer 
       EQTEC France                                                                                  Waste-to-energy 
        SAS                        France                        100%                 7               developer 
 
 

The shareholding in each company above is equivalent to the proportion of voting power held.

Key to registered offices:

   1.     Building 1000, City Gate, Mahon, Cork T12 W7CV, Ireland. 
   2.     3 Stucley Place, London NW1 8NS, England. 
   3.     Labs Triangle, Camden Lock Market, Chalk Farm Road, London NW1 8AB, England. 
   4.     68 Cloughanramer Road, Carnmeen, Newry, Co. Down BT34 1QG, Northern Ireland. 
   5.     Rosa Sensat n 9-11 Planta 5--, 08005 Barcelona, Spain. 
   6.     Zagorska 31, HR-10000 Zagreb, Croatia. 
   7.     28 Cours Albert 1er, 75008 Paris, France. 

The table below shows details of non-wholly owned subsidiaries of the Group that have non-controlling interests:

 
                      Principal       Proportion of ownership             Profit/(loss) 
                       place of        interests and voting                   allocated 
      Name of          business           rights held by             to non-controlling      Non-controlling interests 
     Subsidiary       and place           non-controlling                     interests 
                          of                 interests           for the financial year 
                    incorporation 
                                      2021          2020         2021              2020            2021            2020 
                                        %             %           EUR               EUR             EUR             EUR 
 Newry 
  Biomass             Northern 
  Limited             Ireland          49.98         49.98         68           (5,080)     (2,489,189)     (2,328,986) 
 Individually 
  immaterial 
  subsidiaries 
  with non-controlling 
  interests                            0.00          0.00           -               (2)         105,000         105,000 
 
 Total                                                             68           (5,082)     (2,384,189)     (2,223,986) 
 

EQTEC plc owns 50.02% of the voting rights in Newry Biomass Limited. One other company owns the remaining voting rights. Management has reassessed its involvement in Newry Biomass Limited in accordance with IFRS 10's revised control definition and guidance and has concluded that it has control of Newry Biomass Limited. The activities of Newry Biomass Limited are not considered material to the Group as a whole.

No dividends were paid to the non-controlling interests during the years ended 31 December 2021 and 2020.

During the year, the Group set up two subsidiaries, Synergy Belisce d.o.o. and Synergy Karlovac d.o.o. that were initially accounted for as an investment in subsidiaries. On 26 November 2021, the Group disposed of 51% of its share in the two companies to Sense ESCO d.o.o. for proceeds of EUR2,709 (receivable after the year-end). The Group has accounted for the remaining 49% interest in these companies as an investment in joint ventures. The transaction has resulted in the recognition of a gain in profit and loss, calculated as follows:

 
                                                           EUR 
 Proceeds of disposal                                      2,709 
 Plus: Fair value of investment retained (49%)             489 
 Add: Carrying amount of net liabilities of investments 
  on the date of loss of control                           6,759 
 Gain recognised                                           9,957 
 
 
 20.   INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD 
 

GROUP

 
                                                                     2021                  2020 
                                                                      EUR                 EUR 
      Investment in associate undertakings (a)                  6,951,064           3,379,625 
      Investment in joint ventures (b)                          1,123,120                   - 
                                                                8,074,184           3,379,625 
      COMPANY 
      Investment in associate undertakings (a)                  6,569,432           3,379,625 
 
      a) Investment in associate undertakings 
      GROUP 
      At beginning of financial year                            3,379,625           2,229,006 
      Derecognition of loans                                  (1,150,619)                   - 
      Investment in shares                                      2,458,584                   - 
      Loans advanced to associate undertakings                  2,272,113           1,150,619 
      Interest accrued on loans to associate undertakings          64,693                   - 
      Share of loss of associate undertakings                    (19,441)                   - 
      Adjustment in respect of unrealised sales                 (101,296)                   - 
       from the Group 
      Exchange differences                                         47,405                   - 
 
      At end of financial year                                  6,951,064           3,379,625 
      Made up as follows: 
      Investment in shares in associate undertakings            4,597,855             2,229,006 
      Loans advanced to associate undertakings                  2,384,248             1,150,619 
      Less: Losses recognised under the equity                   (31,039)                     - 
       method 
 
                                                                6,951,064             3,379,625 
 

Investment in associate undertakings

Details of the Group's interests in associated undertakings at 31 December 2021 is as follows:

 
                                            Shareholding             Principal 
                                                                      Activity 
 Name of associate    County of          2021        2020 
  undertaking          Incorporation 
 North Fork                                                    Operator of 
  Community           United States                             biomass gasification 
  Power LLC            of America       49% (2)   19.99% (1)    power project 
 EQTEC Italia              Italy        20.02%       N/a       Operator of 
  MDC srl                                                       biomass gasification 
                                                                power project 
 

Notes:

(1) Per the original shareholders' agreement, the share of profits in the associate was limited to 0.1999% rising to 19.99% thereafter.

(2) On 14 October 2021, the Group announced an additional investment of US$2.8 million in North Fork, increasing the Group's equity in the associate to 49%, with no restriction on the share of profits.

EQTEC Italia MDC srl was set up originally as a subsidiary undertaking of the Group. On 21 June 2021, it was announced that three different parties have agreed to contribute additional capital into EQTEC Italia MDC srl, leaving the Group with an interest of 20.02% in the associate undertaking.

On 14 October 2021, it was announced that the Group would provide North Fork Community Power LLC with a two-year convertible loan facility of up to $4.5 million. The Convertible Loan Facility will accrue interest at a rate of 10% per annum, payable annually, and the balance outstanding (including any accrued interest) will be convertible at the Group's option at the earliest of: the maturity date, any default or any takeover. If the Convertible Loan Facility were fully drawn down and converted into equity, it would result in the Company's taking a controlling interest in North Fork Community Power LLC. At 31 December 2021, the total of principal and accrued interest amounted to EUR1,891,842.

On 21 June 2021, the group advanced EUR482,000 to EQTEC Italia MDC srl by way of a five-year loan. The loan will accrue interest at a rate of 4% per annum, and the principal and accrued interest will become payable on the expiry date, being 18 June 2026.

Summarised financial information in respect of the Group's interests in associated undertakings is as follows:

 
                                               2021                                                 2020 
                                North             EQTEC                              North                 EQTEC 
                                 Fork            Italia              Total            Fork                Italia           Total 
                                  EUR               EUR                EUR             EUR                   EUR             EUR 
 Non-current assets            46,469         2,155,006          2,201,475          44,552                     -          44,552 
 Current assets            23,555,070           454,946         24,010,016      17,686,647                     -      17,686,647 
 Non-current 
  liabilities            (19,422,943)       (2,542,001)       (21,964,944)    (16,213,836)                     -    (16,213,836) 
 Current liabilities           74,253         (110,805)           (36,552)       (263,150)                     -       (263,150) 
 
 Net Assets                 4,252,849          (42,854)          4,209,995       1,254,213                     -       1,254,213 
 Reconciliation to 
 carrying 
 amount 
 Group's share of net 
  assets/(liabilities)      2,083,896           (8,589)          2,075,307         250,717                     -         250,717 
 Carrying value of 
  loan 
  to associate              1,891,842           492,406          2,384,248       1,150,519                     -       1,150,519 
 Adjustment in respect 
  of unrealised 
  profits 
  on sales from the 
  Group                      (78,846)          (22,450)          (101,296)               -                     -               - 
 Exchange differences     (1,245,590)                 -        (1,245,590)       (135,427)                     -       (135,427) 
 Goodwill                   3,838,395                 -          3,838,395       2,113,816                     -       2,113,816 
 Carrying amount            6,489,697           461,367          6,951,064       3,379,625                     -       3,379,625 
 
 Summarised income 
 statement 
 Revenue                       12,888                 -             12,888          22,047                     -          22,047 
 (Loss)/Profit after 
  tax for period                3,481          (92,852)           (89,371)           5,541                     -           5,541 
 Other comprehensive                -                 -                  -               -                     -               - 
  income 
 Total comprehensive 
  income/(loss)                 3,481          (92,852)           (89,371)         (5,541)                     -         (5,541) 
 
 Reconciliation to 
 Group's 
 share of total 
 comprehensive 
 income 
 Group's share of 
  total 
  comprehensive 
  income/(loss)                 (852)          (18,589)           (19,441)             (-)                   (-)             (-) 
 Group's share of 
  total 
  comprehensive 
  income/(loss)                 (852)          (18,589)           (19,441)             (-)                   (-)             (-) 
 
 
 COMPANY 
                                                               2021                2020 
                                                                EUR                 EUR 
 At beginning of financial year                           3,379,625           2,229,006 
 Derecognition of loans                                 (1,150,619)                   - 
 Investment in shares                                     2,448,584                   - 
 Loans advanced to associate undertakings                 1,790,113           1,150,619 
 Interest accrued on loans to associate undertakings         54,287                   - 
 Exchange differences                                        47,442                   - 
 
 At end of financial year                                 6,569,432           3,379,625 
 
 
 Made up as follows: 
 Investment in shares in associate undertakings    4,677,590    2,229,006 
 Loans advanced to associate undertakings          1,891,842    1,150,619 
 
 At end of financial year                          6,569,432    3,379,625 
 
 
 
 
   b)     Investment in joint ventures 
 
  GROUP 
   The Group's interests in joint ventures at the end of the reporting period 
   is as follows 
 
 
                                          2021   2020 
                                            EUR    EUR 
     Synergy Belisce d.o.o.             506,664      - 
     Synergy Karlovac d.o.o.            519,437      - 
     Eqtec Synergy Projects Limited      97,019      - 
 
     Interests in joint ventures      1,123,120      - 
 
 
 
    Details of the Group's interests in joint ventures is as follows:                                       Shareholding          Principal 
                                                                  Activity 
     Name of joint       County of         2021     2020 
      venture             Incorporation 
     Synery Belisce      Croatia            49%     N/a    Operator of 
      d.o.o.                                                biomass gasification 
                                                            power project 
     Synery Belisce      Croatia            49%     N/a    Operator of 
      d.o.o.                                                biomass gasification 
                                                            power project 
     Eqtec Synergy       Cyrprus           50.1%    N/a    Operator of 
      Products Limited                                      biomass gasification 
                                                            power project 
 The joint ventures have share capital, consisting solely of ordinary shares. 
  Decisions about the relevant activities of the joint ventures require 
  unanimous consent of the Group and the respective joint venture partners. 
      a) Synergy Belisce d.o.o. was set up in April 2021 as a 100% subsidiary 
       of Synergy Projects d.o.o., a 100% subsidiary of the Group. On 26 November 
       2021, the Group's Croatian project development partner, Sense ESCO d.o.o. 
       subscribed for additional shares in Synergy Belisce d.o.o. which resulted 
       in the Group owning 49% of the equity of the joint venture. Synergy Belisce 
       d.o.o. has acquired a 1.2 MWe waste-to-energy gasification plant in Belisce, 
       Croatia which had been built in 2016 around EQTEC's proprietary and patented 
       Advanced Gasification Technology. The plant is expected to be updated, 
       recommissioned and repowered for operations towards the end of 2022. 
       b) Synergy Karlovac d.o.o. was set up in April 2021 as a 100% subsidiary 
       of Synergy Projects d.o.o., a 100% subsidiary of the Group. On 26 November 
       2021, the Group's Croatian project development partner, Sense ESCO d.o.o. 
       subscribed for additional shares in Synergy Karlovac d.o.o. which resulted 
       in the Group owning 49% of the equity of the joint venture. Synergy Karlovac 
       d.o.o. Synergy Karlovac d.o.o. has acquired a 1.2 MWe waste-to-energy 
       gasification plant in Karlovac, Croatia which originally employed an early 
       gasification technology from a third party. The plant was not able to 
       achieve the designed operational availability and had to be closed. The 
       Group's intention is to redesign and reconfigure the Plant to incorporate 
       the patented, proprietary EQTEC Advanced Gasification Technology at the 
       centre. When subsequently commissioned, it will transform locally sourced 
       wood chips and forestry wood waste from regional forests into green electricity 
       for use by the local community. The plant is expected to be updated, recommissioned 
       and repowered for operations towards the end of 2022. 
       c) Eqtec Synergy Projects Limited was set up in 2020 in partnership with 
       its Greek strategic partners, ewerGy GmbH. The Group owns 50.1% of the 
       equity of the joint venture. The joint venture has signed an agreement 
       for the proposed acquisition of a 5MWe project in Drama, North-eastern 
       Greece. Once acquired, the joint venture will lead the development of 
       a new biomass-to-energy plant, generating 5MW green electricity from locally 
       and sustainably sourced forestry waste. Due diligence, including financial 
       and technical feasibility, has been completed. 
  The movement in the investment in joint ventures is as follows: 
 
 
                                                                      2021   2020 
                                                                         EUR    EUR 
        At the beginning of the year                                       -      - 
        Investment in joint ventures                                     501      - 
        Fair value retained on disposal of control in subsidiary         490      - 
        Loans advanced to joint ventures                           1,228,909      - 
        Interest receivable on loans to joint ventures                 6,485      - 
        Share of loss after tax                                      (4,747)      - 
        Unrealised profits on sales to joint ventures              (110,182)      - 
        Exchange differences                                           1,664      - 
 
        Interests in joint ventures                                1,123,120      - 
 
        Made up as follows: 
        Investment in shares in joint ventures                             -      - 
        Loans advanced to associate ventures                       1,237,059      - 
        Less: Losses recognised under the equity method            (113,939)      - 
 
                                                                   1,123,120      - 
 

Summarised financial information for joint ventures accounted for using the equity method

Set out below is the summarised financial information for the Group's joint ventures which are accounted for using the equity method. The information below reflects the amounts presented in the financial statements of the joint ventures reconciled to the carrying value of the Group's investments in joint ventures. (Note: As this is the first year of the operation of the joint ventures, there is no comparative figures).

 
                                                                                             Eqtec 
                                                       Synergy           Synergy           Synergy 
                                                       Belisce          Karlovac          Projects 
   2021                                                 d.o.o.            d.o.o.           Limited            Total 
 Summarised balance sheet (100%)                           EUR               EUR               EUR              EUR 
 Non-current assets                                  4,043,271         3,128,485                 -        7,171,756 
 Current assets 
 Cash and Cash equivalents                                 640               747            10,412           11,799 
 Other current assets                                  133,308           123,510           200,499          457,317 
                                                       133,948           124,257           210,911          469,116 
 Non-current liabilities                                     -                 -                 -                - 
 Current liabilities 
 Bank overdrafts and loans                             555,331           588,987           100,000        1,244,318 
 Other current liabilities                           3,613,016         2,666,235           116,860        6,396,111 
                                                     4,168,347         3,255,222           216,860        7,640,429 
 Net assets/(liabilities) (100%)                         8,872           (2,480)           (5,949)              443 
 Reconciliation to carrying amount: 
 Group's share of net assets/(liabilities)               4,347           (1,215)           (2,981)              151 
 Carrying value of loans to joint ventures             551,808           585,251           100,000        1,237,059 
 Unrealised gains on sales to joint ventures          (45,185)          (64,997)                 -        (110,182) 
 Adjustment arising on loss of control 
  in period                                            (4,306)               398                 -          (3,908) 
 Carrying amount                                       506,664           519,437            97,019        1,123,120 
 
 
 2021                                                                                Eqtec 
                                                  Synergy          Synergy         Synergy 
                                                  Belisce         Karlovac        Projects 
                                                   d.o.o.           d.o.o.         Limited              Total 
 Summarised income statement (100%)                   EUR              EUR             EUR                EUR 
 Revenue                                                -                -               -                  - 
 Depreciation                                           -                -               -                  - 
 Amortisation                                           -                -               -                  - 
 Interest expenses                                      -                -               -                  - 
 Taxation                                               -                -               -                  - 
 Profit/(loss) after tax                            (917)          (1,666)         (6,949)            (9,532) 
 Other comprehensive income                             -                -               -                  - 
 Total comprehensive income/(loss)                  (917)          (1,666)         (6,949)            (9,532) 
 
 Reconciliation to Group's share of total 
  comprehensive income 
 Group's share of total comprehensive income        (449)            (816)         (3,482)            (4,747) 
 Group's share of total comprehensive income        (449)            (816)         (3,482)            (4,747) 
 
 
 21.   FINANCIAL ASSETS 
 

GROUP

 
                                                       2021                 2020 
      Investment in related undertakings                EUR                EUR 
      At beginning of financial year              2,570,888                  - 
      Advance payment on purchase of in shares 
       in Logik WTE Limited                       1,034,825          2,570,888 
      Advance payment on purchase of shares in      116,272                  - 
       Shankley Biogas Limited 
      Exchange differences                          328,045                  - 
      At end of financial year                    4,050,030          2,570,888 
 

Investment in Logik WTE Limited

On 8 December 2020, it was announced that the Company's wholly owned subsidiary, Deeside WTV Limited ("Deeside"), had signed a share purchase agreement ("SPA") with Logik Developments Limited ("Logik") to acquire full ownership of the Deeside Refuse Derived Fuel project ("Project") through the acquisition of Logik WTE Limited ("Project SPV"), a company incorporated in the United Kingdom.

The key terms of the SPA are as follows:

-- Initial consideration of EUR2,570,888 (GBP2,310,000) of which a deposit amount of EUR333,882 (GBP300,000), from which the existing exclusivity payment of GBP100,000 will be deducted, is payable on the signing of the agreement and the balance of EUR2,237,006 (GBP2,010,000) payable on or before 12 months from 8 December 2021 (and which sum shall be netted off the existing debts of Logik WTE Limited);

-- Additional deferred conditional consideration of EUR2,548,630 (GBP2,290,000) payable on the achievement of certain conditions precedent related to development milestones of the Project.

-- The issue of a fixed dividend share in the Buyer to Logik Developments Limited, which gives Logik Developments Limited the right to 5% of distributable profits in Deeside WTV Limited. This share carries no voting rights in Deeside WTV Limited.

-- An additional development premium or overage payment, subject to a maximum further amount of EUR6.01 million (GBP5.4 million), calculated in accordance with an agreed formula payable on the achievement of each of the following:

Financial close on the funding for the Waste Reception & Anaerobic Digestion plant on the site for which planning and the necessary permits have been obtained ("Project Phase I").

Financial close as defined on the funding for the Advanced Gasification plant on the site for which planning and the necessary permits have been obtained ("Project Phase II").

On 6 December 2021, the Company announced that Deeside has signed a binding supplemental agreement (the "Agreement") with Logik. The Agreement, inter alia, set out the terms on which the parties have agreed to vary the terms of the existing SPA signed by Logik and Deeside (together, the "Parties"), as announced on 8 December 2020 pursuant to which Deeside agreed to acquire full ownership of the Project SPV from Logik. Through the new Agreement the Parties will now act in partnership and seek to develop additional waste-to-value infrastructure on the Deeside site.

The key terms of the Agreement were as follows:

-- Deeside will acquire 32% of the share capital of the Project SPV, the entity which holds the land and necessary planning permissions for the Project, from Logik for a consideration of GBP3.3 million to be paid no later than 31 March 2022. Deeside can select to make this payment from its existing cash resources or investment raised directly at the Project SPV level;

-- Under the Agreement, GBP500k was paid as a fee to Logik. The Parties have agreed that this payment will be converted to equity in the Project SPV by 31 March 2022;

-- The Project site currently comprises 6.27 hectares of land located off Weighbridge Road in the Deeside Industrial Estate. Under the new Agreement, the Parties have agreed that c. 2.4 hectares of the land will be retained by Logik to be used in connection with the proposed hydrogen/biofuel project intended to be carried out jointly between the parties;

-- The new Agreement removes any overage payments, deferred consideration and fixed dividend sum due to Logik in the SPA, since the Parties intend that their relationship going forward be that of joint venture partners, rather than seller and buyer; and

-- The Parties are seeking a minimum of GBP10 million of third-party funding in order to bring the Project to Financial Close. Following receipt of such funding, EQTEC will invoice GBP1,500,000 for its project development services to the Project SPV (such fee to be reduced on a pound for pound basis if the investment received is less than GBP10 million), subject to certain conditions to be finalised and agreed with third-party funders.

Contracts have been exchanged but completion as defined in the Agreement had not occurred at the year-end, and as a result Logik WTE Limited is not considered a joint venture of the Group at 31 December 2021.

In these financial statements the full initial consideration of EUR3,930,911 (GBP3,300,000) (2020: EUR2,570,888 (GBP2,310,000)) has been recognised as an investment in a related undertaking and the balance of consideration payable of EUR2,977,963 (GBP2,500,000) (2020: EUR2,237,006 (GBP2,010,000)) has been recognised as a payable in other payables (see note 31).

Investment in Shankley Biogas Limited

On 27 September 2021, EQTEC announced that EQTEC's wholly owned subsidiary, Southport WTV Limited ("Southport"), had signed a Share Purchase Agreement ("SPA - Southport") with Rotunda Group Limited ("Rotunda") to acquire full ownership of the Southport Hybrid Energy Park project ("Southport Project") from Rotunda through the acquisition of Shankley Biogas Limited ("Shankley").

The key terms of the SPA-Southport were as follows:

-- Initial consideration of GBP382,000 (EUR444,161) from which the existing exclusivity payment of GBP100,000 was deducted, payable on the achievement of certain conditions precedent related to development milestones of the Southport Project on or before a date 12 months from the date of signing of the SPA-Southport;

-- One of the conditions precedent is that EQTEC is granted a lease in relation to the Southport Project sufficient for the development and operation of the Southport Project and on terms generally acceptable to Southport and any funder (in their entire discretion); and

-- The issue of a fixed dividend share in Southport to Rotunda, which gives Rotunda the right to 20% of distributable profits in Southport. This share carries no voting rights or entitlement to dividends in EQTEC.

Contracts have been exchanged but completion as defined in SPA-Southport had not occurred at the year-end, and as a result Shankley Biogas Limited is not considered a subsidiary undertaking of the Group at 31 December 2021.

In these financial statements the exclusivity payment of EUR119,119 (GBP100,000) has been recognised as an investment in a related undertaking and the balance of consideration payable of EUR335,914 (GBP282,000) has classified as a commitment (see note 39).

 
 22.   OTHER FINANCIAL INVESTMENTS 
 
 
                                                                                           2021                                   2020 
  Group:                                                                                    EUR                                    EUR 
  Financial investments at 
   amortised cost 
  Bonds and Debentures                                                                  402,644                                402,644 
  Less: Provision against 
   investment in Bonds                                                                (402,644)                              (402,644) 
  Investment in Shares                                                                    1,832                                  1,832 
  Other investments                                                                      15,418                                 15,418 
  Less: Provisions against 
   other investments                                                                   (17,250)                               (17,250) 
 
                                                                                              -                                      - 
  Financial investments at 
   fair value through profit 
   or loss (FVTPL) 
  Investment in Metal NRG                                                               506,976                                      - 
   plc 
 
  Total                                                                                 506,976                                      - 
 
  Company 
  Financial investments at 
   fair value through profit 
   or loss (FVTPL) 
  Investment in Metal NRG                                                               506,976                                      - 
   plc 
 
  Total                                                                                 506,976                                      - 
 
        Financial assets at FVTPL include the equity investment in Metal 
        NRG plc which was financed through the exchange of shares in 
        the Company. The Group and the Company accounts for the investment 
        in Metal NRG plc at FVTPL and did not make the irrevocable election 
        to account for it at FVOCI. As at 31 December 2021, the fair 
        value of the Group's interest in Metal NRG plc, which is listed 
        on the London Stock Exchange, was EUR506,976 (2020: Not applicable) 
        based on the quoted market price available on the London Stock 
        Exchange, which is a Level 1 input in terms of IFRS 13. 
 
        Movement in other financial investments was as 
        follows:                                                      2021   2020 
                                                               EUR    EUR 
          At beginning of financial year                         -      - 
          Acquired via the exchange of shares in EQTEC     745,161      - 
           plc 
          Movement in fair value                         (250,378)      - 
          Exchange differences                              12,193      - 
 
          At end of financial year                         506,976      - 
 
 
 23.   DEFERRED TAXATION 
 

A deferred tax asset has not been recognised at the consolidated statement of financial position date in respect of trading tax losses arising from the Irish and UK subsidiaries. Due to the history of past losses, the Group has not recognised any deferred tax asset in respect of tax losses to be carried forward which are approximately EUR24.4 million at 31 December 2021 (2020: EUR21.5 million).

 
 24.                                           DEVELOPMENT ASSETS 
                                                        2021       2020 
                                                         EUR        EUR 
  Group 
  Costs associated with project development 
   undertakings 
                                                   3,455,496    503,653 
   Loan receivable from project development 
   undertakings                                    3,000,469    482,537 
 
 
 

The Group invests capital in assisting in the development of waste to value projects which can deploy its technology and expertise and make a profit from the realisation of the development costs at the financial close, when project financing is in place so that the project undertaking can commence construction. Cost comprises direct materials and overheads that have been incurred in furthering the development of a project towards financial close.

For the financial year ended 31 December 2021, EURNil (2020: EURNil) of development assets was included in consolidated statement of profit or loss as an expense and EUR5,498 (2020: EURNil) was impaired resulting from write down of development assets.

Included in loans receivable from project development undertakings is an amount of EUR550,000, (2020: EUR200,000) which is receivable, along with accrued interest, 18 months from the date of drawdown. Interest is charged at 15% per annum. At 31 December 2021, the loan is valued at EUR613,678 (2020: EUR213,297).

The remaining loans receivables were issued with no interest and no fixed repayment date.

 
                                                   2021       2020 
                                                    EUR        EUR 
  Company 
  Costs associated with project development 
                                                305,553      9,275 
   Loan receivable from project development 
   undertakings                                 613,678    243,598 
 

Included in loans receivable from project development undertakings is an amount of EUR550,000, (2020: EUR200,000) which is receivable, along with accrued interest, 18 months from the date of drawdown. Interest is charged at 15% per annum. At 31 December 2021, the loan is valued at EUR613,678 (2020: EUR213,297).

 
 25.    TRADE AND OTHER RECEIVABLES 
                                                            2021        2020 
                                                             EUR         EUR 
        Group 
  Trade receivables gross                              5,268,923     638,602 
  Allowance for credit losses                          (475,687)   (475,687) 
 
  Trade receivables net                                4,793,236     162,915 
  VAT receivable                                         903,069     172,405 
  Deferred consideration for the disposal 
   of Pluckanes Windfarm (see note 33)                   133,034     120,424 
  Advances to related undertakings                        60,000      60,000 
  Allowance for credit losses                           (60,000)    (60,000) 
  Prepayments                                            133,344     133,403 
        Amounts receivable from associate companies       27,508           - 
        Deposit payment on land (See below)              309,708           - 
  Corporation tax                                            381       6,841 
  Payments on account to suppliers                       355,267     120,798 
  Other receivables                                      221,200     177,745 
 
                                                       6,876,747     894,531 
 
 

The option payment represents a deposit paid with respect to a conditional land purchase agreement relating to the land on which the proposed up to 25 MWe Billingham waste gasification and power plant at Haverton Hill, Billingham, UK, will be constructed.

All amounts are short-term. The net carrying value of trade receivables is considered a reasonable approximation of fair value.

The following table shows an analysis of trade receivables split between past due and within terms accounts. Past due is when an account exceeds the agreed terms of trade, which are typically 60 days.

 
                                               2021      2020 
                                                EUR       EUR 
 Within terms                             4,649,704    10,579 
 Past due more than one month but less 
  than two months                             2,876   149,925 
 Past due more than two months              616,343   478,098 
                                          5,268,923   638,602 
 

Included in the Group's trade receivables balance are debtors with carrying amount of EUR140,656 (2020: EUR2,411) which are past due at year end and for which the Group has not provided.

The Group does not hold any collateral over these balances. No interest is charged on overdue receivables. The quality of past due not impaired trade receivables is considered good. The carrying amount of trade receivables approximates to their fair values.

The Group's policy is to recognise an allowance for doubtful debts of 100% against all receivables over 120 days because historical experience has been that trade receivables that are past due beyond 120 days are not recoverable. Allowances for doubtful debts are recognised against trade receivables between 60 days and 120 days based on estimated irrecoverable amounts determined by reference to past default experience of the counterparty and an analysis of the counterparty's current financial position. The review on these balances shows that all of the above amounts, with the exception of EURNil (2020: EUR4,754) are considered recoverable.

In determining the recoverability of a trade receivable, the Group considers any changes in the credit quality of the trade receivable from the date credit was initially granted up to the end of the current reporting financial year. The concentration of the credit risk is limited due to the customer base being large and unrelated, and the fact that no one customer holds balances that exceeds 10% of the gross assets of the Group. The maximum exposure risk to trade and other receivables at the reporting date by geographic region, ignoring provisions, is as follows:

 
                 2021            2020 
                  EUR             EUR 
 Ireland       72,919          30,000 
 Spain      4,007,695         608,602 
 Croatia    1,188,309               - 
            5,268,923         638,602 
 

The aged analysis of other receivables is within terms.

The closing balance of the trade receivables loss allowance as at 31 December 2021 reconciles with the trade receivables loss allowance opening balance as follows:

 
                                                  EUR 
  Opening loss allowance as 
   at 1 January 2020                          475,687 
  Loss allowance recognised                         - 
   during the financial year 
  Loss allowance as at 31 December 
   2020                                       475,687 
  Loss allowance recognised                         - 
   during the financial year 
 
  Loss allowance as at 31 December 
   2021                                       475,687 
 

The closing balance of the advances to related undertakings loss allowance as at 31 December 2021 reconciles with the advances to related undertakings loss allowance opening balance as follows:

 
                                                     EUR 
 Opening loss allowance as at 1 January 
  2020                                            60,000 
 Loss allowance recognised during the                  - 
  financial year 
  Loss allowance as at 31 December 2020 
  556 
  Loss allowance recognised during the 
  gear 
 Loss allowance as at 31 December 2020            60,000 
 Loss allowance recognised during the                  - 
  financial year 
 
 Loss allowance as at 31 December 2021            60,000 
 

There is no concentration of credit risk with respect to receivables as disclosed in Note 5 under credit risk.

 
                                                           2021                2020 
  Company                                                   EUR                 EUR 
  Amounts due from subsidiary undertakings           14,091,925           2,567,624 
  Allowance for impairment of balances                        -                   - 
                                                     14,091,925           2,567,624 
  Trade receivables                                     353,219              30,000 
  Allowance for credit losses                          (30,000)            (30,000) 
  Advances to related undertakings                       60,000              60,000 
  Allowance for credit losses                          (60,000)            (60,000) 
  Prepayments                                            87,567             124,582 
  Receipts from share fundraise                               -                   - 
  Corporation Tax                                            96                  96 
  VAT Receivable                                          2,281               8,429 
  Other receivables                                       2,760               2,760 
 
                                                     14,507,848           2,703,491 
 

The concentration of credit risk in the individual financial statements of EQTEC plc relates to amounts due from subsidiary undertakings. The directors have reviewed these balances in the light of the impairment review carried out on the investments by EQTEC plc in its subsidiaries.

The directors considered the future cash flows arising from subsidiaries and are satisfied that the appropriate impairment has been applied to these balances. All amounts are short-term. The net carrying values of amounts due from subsidiary undertakings, trade and loans receivables are considered a reasonable approximation of their fair values.

The closing balance of the trade receivables loss allowance as at 31 December 2021 reconciles with the trade receivables loss allowance opening balance as follows:

 
                                                      EUR 
 Opening loss allowance as at 1 January 
  2020                                             30,000 
 Loss allowance recognised during the                   - 
  financial year 
  Loss allowance as at 31 December 2020 
  556 
  Loss allowance recognised during the 
  gear 
 Loss allowance as at 31 December 2020             30,000 
 Loss allowance recognised during the                   - 
  financial year 
 
 Loss allowance as at 31 December 2021             30,000 
 

The closing balance of the advances to related undertakings loss allowance as at 31 December 2021 reconciles with the advances to related undertakings loss allowance opening balance as follows:

 
                                                    EUR 
 Opening loss allowance as at 1 January 
  2020                                           60,000 
 Loss allowance recognised during the                 - 
  financial year 
  Loss allowance as at 31 December 2020 
  556 
  Loss allowance recognised during the 
  gear 
 Loss allowance as at 31 December 2020           60,000 
 Loss allowance recognised during the                 - 
  financial year 
 
 Loss allowance as at 31 December 2021           60,000 
 
   26.            CASH AND CASH EQUIVALENTS 

For the purposes of the cash flow statement, cash and cash equivalents include cash on hand and in banks and bank overdrafts. Cash and cash equivalents at the end of the financial year as shown in the cash flow statement can be reconciled to the related items in the balance sheet as follows:

 
                                               2021                 2020 
 Group                                          EUR                  EUR 
 Cash and bank balances                   6,446,217            6,394,791 
 Bank overdrafts (Note 29)                        -            (124,210) 
 Sub-total                                6,446,217            6,270,581 
 Cash and cash equivalents 
  included in a disposal                          -                    - 
  group held for resale (Note 
  32) 
                                          6,446,217            6,270,581 
 
 Company 
 Cash and bank balances                   4,845,633            6,111,864 
 Bank overdrafts (Note 29)                        -                    - 
                                          4,845,633            6,111,864 
 

The carrying amount of the cash and cash equivalents is considered a reasonable approximation of its fair value.

   27.            EQUITY 

Share Capital

 
                                               Allotted and                      Allotted 
   At 31 December              Authorised         called up      Authorised           and 
   2020                            Number            Number             EUR        called 
                                                                                       up 
                                                                                      EUR 
 Ordinary shares 
  of EUR0.001 
  each                     12,561,091,094     6,977,439,598      12,561,091     6,977,439 
 Deferred ordinary 
  shares of EUR0.40 
  each                        200,000,000        22,370,042      80,000,000     8,948,017 
 Deferred "B" 
  Ordinary Shares 
  of EUR0.099 
  each                         75,140,494        75,140,494       7,438,909     7,438,909 
 Deferred convertible 
  "A" ordinary 
  shares of EUR0.01 
  each                     10,000,000,000        99,117,952     100,000,000       991,180 
 
                                                                200,000,000    24,355,545 
 
                                               Allotted and                      Allotted 
   At 31 December              Authorised         called up      Authorised           and 
   2021                            Number            Number             EUR        called 
                                                                                       up 
                                                                                      EUR 
 Ordinary shares 
  of EUR0.001 
  each                     12,561,091,094     8,599,024,945      12,561,091     8,599,024 
 Deferred ordinary 
  shares of EUR0.40 
  each                        200,000,000        22,370,042      80,000,000     8,948,017 
 Deferred "B" 
  Ordinary Shares 
  of EUR0.099 
  each                         75,140,494        75,140,494       7,438,909     7,438,909 
 Deferred convertible 
  "A" ordinary 
  shares of EUR0.01 
  each                     10,000,000,000        99,117,952     100,000,000       991,180 
 
                                                                200,000,000    25,977,130 
 

The holders of the ordinary shares are entitled to participate in the profits or assets of the Company (by way of payment of any dividends, on a winding up or otherwise) and are entitled to receive notice, attend, speak and vote at general meetings of the Company. Each ordinary share equates to one vote at meetings of the Company.

The holders of the deferred convertible "A" ordinary shares are entitled to participate pari passu with ordinary shareholders in the profits or assets of the Company on a winding-up, up to an amount equal to the par value paid in respect of such deferred convertible "A" ordinary shares but are not entitled to participate in the profits or assets of the Company (by way of payment of any dividends or otherwise). The holders of the deferred convertible "A" ordinary shares are not entitled to receive notice, attend, speak and vote at general meetings of the Company.

The holders of the deferred ordinary shares and the deferred "B" ordinary shares are not entitled to participate in the profits or assets of the Company (by way of payment of any dividends, on a winding up or otherwise) and are not entitled to receive notice, attend, speak and vote at general meetings of the Company.

Share Premium

Proceeds received in excess of the nominal value of the shares issued during the financial year have been included in share premium, less registration and other regulatory fees. Costs of new shares charged to equity amounted to EUR1,470,868 (2020: EUR639,931).

Company Share Premium

The share premium included in the consolidated and company statement of financial position is different by EUR18,934,080 due to the reverse acquisition of the Group which occurred on 13 October 2008. The reverse acquisition resulted to a reverse acquisition reserve which has been netted off against the share premium in the consolidated statement of financial position.

Movements in the financial year to 31 December 2021

 
       Amounts of shares                                     2021              2020 
       Ordinary Shares of EUR0.001 each issued 
        and fully paid 
        - Beginning of the financial year 
        - Issued on exercise of warrants 
        - Issued in lieu of borrowings and          6,977,439,598     3,939,376,266 
        settlement of payables                        335,657,692       436,400,000 
        - Issued in exchange for financial            167,728,038       379,441,112 
        instruments                                    51,532,961                 - 
        - Share issue placement                     1,066,666,656     2,222,222,220 
       Total Ordinary shares of EUR0.001 each 
        authorised, issued and fully paid at 
        the end of the financial year               8,599,024,945     6,977,439,598 
 

Share warrants and options

As at 31 December 2021 the Company had 554,355,338 share warrants and options outstanding (2020: 866,968,027).

 
 No of warrants/options   Exercise price   Final exercise 
                              (pence)           date 
       1,533,505               5.53          05/02/2022 
       38,450,000              10.0          15/07/2022 
      424,022,288              0.25          31/03/2023 
       67,304,542              0.65          30/06/2024 
       23,045,003              0.01          31/01/2032 
      554,355,338 
 

Details of warrants granted

 
                   LTIP 2021 Options          Placing warrants              Employee                Employee            Advisor warrants 
                                                                            warrants                 options 
                   Number      Exercise      Number       Exercise   Number        Exercise   Number       Exercise   Number       Exercise 
                                 price                      price                   price                   price                   price 
                                (Pence)                    (Pence)                  (Pence)                 (Pence)                 (Pence) 
 At 1 
  January 
  2021                     -          -     138,000,000     0.25     590,906,437     0.25     67,304,542      -       30,773,543     0.33 
 Issued 
  in year         23,045,003       0.01               -      -                 -      -                -      -                -      - 
 Cancelled 
  or expired 
  in year                  -          -               -      -                 -      -                -      -                -      - 
 Exercised 
  in year                  -          -     138,000,000     0.25     166,884,149      -                -      -       30,773,543     0.33 
 At 31 
  December 
  2021            23,045,003       0.01               -      -       424,022,288     0.25     67,304,542     0.65              -      - 
 Exercisable 
  at 31 
  December 
  2021                     -          -               -      -       424,022,288     0.25     67,304,542     0.65              -      - 
 Average 
  life 
  remaining 
  at 31                10.08 
  December             years                                                1.25                    2.58 
  2021                                                -                    years                   years 
 
 
                               Advisor warrants              Advisor warrants 
                            Number        Exercise      Number       Exercise 
                                        price (Pence)                 price (Pence) 
 At 1 January 
  2021 and 31 December 
  2021                     1,533,505        5.53        38,450,000        10.0 
 Exercisable at 
  31 December 2021         1,533,505        5.53        38,450,000        10.0 
 Average life 
  remaining at 
  31 December 2021        0.08 years                    0.54 years 
 

Advisor warrants totalling 1,533,505 lapsed post year end leaving a Nil balance.

The options granted during the year related to the adoption of the EQTEC All Employee Long-term Incentive Plan (the "LTIP"). The LTIP is a core part of the Company's new approach to business planning, performance management and employee incentives and is designed to drive individual and team performance in line with Company performance, thereby creating value for shareholders while minimising cash outlay. All Company Executive Directors and employees are eligible to participate in the LTIP.

Any awards made under the LTIP will comprise zero-cost share allocations ("Incentive Shares") and will be settled in equity. 60% will vest providing the relevant individual is employed by the Company as of the vesting date, subject to no notice of termination, disciplinary proceedings or similar, and in the view of the Board, fulfilling his/her responsibilities to the highest possible standards. The remaining 40% of Incentive Shares will vest provided the relevant individual has met the aforementioned employment conditions and, in addition, a Company-wide performance condition. The condition will be set annually by the Board against one or more of the Company's priority financial targets. In respect of these Company performance allocations, there will be a minimum or 'threshold' achievement that must be obtained to qualify, with a 'straight-line' calculation of award up to a maximum level. Both types of Incentive Shares will be allocated annually and, subject to the above vesting conditions would vest over three years. The 2021 share allocation would vest in three equal instalments on 1 May 2022, 1 May 2023 and 1 May 2024, following announcement of the Company's annual results. All vested awards are subject to a lock-in period, whereby any new ordinary shares of EUR0.001 each issued ("Ordinary Shares") cannot be sold for two years from vesting for Directors and Heads of Function, or 12 months for all other employees. Awards are further subject to certain malus and clawback provisions, at the Board's discretion.

The Group recognised total expenses of EUR205,648 and EUR1,819,658 related to equity-settled share-based payment transactions in 2021 and 2020 respectively (see notes 10 and 11).

 
 28.    NON-CONTROLLING INTERESTS 
                                              2021          2020 
                                               EUR           EUR 
  Balance at beginning of 
   financial year                      (2,223,986)   (2,326,274) 
  Share of profit/(loss) for 
   the financial year                           68       (5,082) 
  Release of non-controlling 
   interest                                      -        15,978 
  Unrealised foreign exchange 
   (losses)/gains                        (160,271)        91,392 
 
  Balance at end of financial 
   year                                (2,384,189)   (2,223,986) 
 
 
 29.     BORROWINGS                                                      2021                   2020 
             Group                                                          EUR                    EUR 
             Current liabilities 
             At amortised cost 
             Bank overdrafts                                                  -                    124,210 
             Secured loan facility 
              (SLF)                                                           -                    896,641 
 
                                                                              -                  1,020,851 
 
           Company                                                                          2021                2020 
           Current liabilities                                                               EUR                 EUR 
           At amortised cost 
           Secured loan 
           facility 
           (SLF)                                                                               -             896,641 
 
                                                                                               -             896,641 
 
 

Borrowings at amortised cost

The secured loan facility (SLF) was secured through an intercreditor deed by mortgage debentures, cross guarantees and share pledges over the Group. The interest rate on the loan is fixed at 10% (2020: 12.5%) and the loan was due to mature on 30 June 2021. On 4 January 2021, the SLF was repaid early using funds from a separate facility (see below). Included in the repayment was an early redemption fee of EUR466,929.

On 4 January 2021 the Company agreed an unsecured term loan facility of EUR1.39 million (GBP1.25 million) (ULF) with Altair Group Investment Limited, a substantial shareholder in the Company. The ULF is for a term of 12 months and the principal and any accrued interest are repayable in full on 31 December 2021 but the Company can repay the ULF early without penalty. The ULF is unsecured and has a coupon of 6% per annum, payable quarterly in arrears. The ULF was used to pay all sums due under the SLF releasing and discharging any secured assets and obligations under the SLF.

On 1 March 2021, the Company repaid GBP285,000 of the ULF and the balance of principal plus accrued interest was settled on 2 June 2021.

Reconciliation of liabilities arising from financing activities

The table below details changes in the Group's liabilities arising from financing activities, including both cash and non-cash changes. Liabilities arising from financing activities are those for which cash flows were, or future cash flows will be, classified in the Group's consolidated statement of cash flows as cash flows from financing activities. Except where noted, all liabilities noted below are disclosed in Note 29.

 
                                                                                                              Lease 
                                                          Other               Bank             Bank     Liabilities 
                                CSLN         SLF          Loans         Borrowings        Overdraft       (Note 30)          Total 
                                 EUR         EUR            EUR                EUR              EUR             EUR            EUR 
 Balance at 1 
  January 2020             1,008,017   1,418,028          5,691            313,953                -         274,434      3,020,123 
 
 Financing Cash 
  Flows 
 Proceeds from 
  borrowings                       -           -              -            107,000                -               -        107,000 
 Repayment of 
  borrowings                       -   (852,567)              -          (420,953)                -        (89,828)    (1,363,348) 
 Change in bank 
  overdraft                                    -              -                  -          124,210               -        124,210 
 Loan issue 
  costs                     (11,489)    (19,455)              -                  -                -               -       (30,944) 
 Total from 
  financing 
  cash flows                (11,489)   (872,022)              -          (313,953)          124,210        (89,828)    (1,163,082) 
 Non-cash 
 changes 
 Conversion into 
  equity                 (1,165,809)           -              -                  -                -               -    (1,165,809) 
 Effect of 
  changes 
  in foreign 
  exchange 
  rates                     (72,470)    (82,502)              -                  -                -               -      (154,972) 
 Amortisation 
  of loan issue 
  costs                       50,022      89,921              -                  -                -               -        139,943 
 Reprofiling 
  fee levied                 104,989     157,341              -                  -                -               -        262,330 
 Redemption fee 
  levied                           -      50,149              -                  -                -               -         50,149 
 Other changes                86,740     135,726        (5,691)                  -                -           7,101        223,876 
 
 Total non-cash 
  changes                  (996,528)     350,635        (5,691)                  -                -           7,101      (644,483) 
 
 Balance at 31 
  December 2020                    -     896,641              -                  -          124,210         191,707      1,212,558 
 

Reconciliation of liabilities arising from financing activities - continued

 
                                                                                                Lease         Total 
                                                                               Bank       Liabilities 
                                      ULF                    SLF          Overdraft             (Note 
                                                                                                  30) 
                                      EUR                    EUR                EUR               EUR           EUR 
 Balance at 
  1 January 2021                        -                896,641            124,210           191,707     1,212,558 
 
 Financing Cash 
  Flows 
 Proceeds from 
  borrowings                    1,391,174                      -                  -                 -     1,391,174 
 Repayment of 
  borrowings                  (1,479,764)            (1,386,752)                  -         (165,208)   (3,031,724) 
 Change in bank 
  overdraft                             -                      -          (124,210)                 -     (124,210) 
 Total from 
  financing cash 
  flows                          (88,590)            (1,386,752)                  -         (165,208)   (1,764,760) 
 
 Non-cash changes 
 Capitalisation 
  of leases                             -                      -                  -           219,301       219,301 
 Effect of changes 
  in foreign 
  exchange rates                   60,019                  9,936                  -             3,567        73,522 
 Amortisation 
  of loan issue 
  costs                                 -                 12,058                  -                 -        12,058 
 Redemption 
  fee levied                            -                466,929                  -                 -       466,929 
 Other 
  changes                          28,571                  1,188                  -             8,341        38,100 
 
 Total non-cash 
  changes                          88,590                490,111                  -           231,209       809,910 
 
 Balance at 
  31 December 
  2021                                  -                      -                  -           257,708       257,708 
 

Other changes include interest accruals and payments.

 
 30.    LEASES 
 
         Lease liabilities are presented in the statement of financial 
         position as follows: 
                                                                     2021      2020 
        Group                                                         EUR       EUR 
  Current                                                         200,853    85,242 
  Non-current                                                      56,855   106,465 
 
                                                                  257,708   191,707 
 
 

The Group has leases for its offices in London, England and in Barcelona, Spain. With the exception of short-term leases and leases of low-value underlying assets, each lease is reflected on the statement of financial position as a right-of-use asset and a lease liability. The Group classifies its right-of-use assets in a consistent manner to its property, plant and equipment (see Note 17).

Each lease generally imposes a restriction that, unless there is a contractual right for the Group to sublet the asset to another party, the right-of-use asset can only be used by the Group. Leases are either non-cancellable or may only be cancelled by incurring a substantive termination fee. Some leases contain an option to purchase the underlying leased asset outright at the end of the lease, or to extend the lease for a further term. The Group is prohibited from selling or pledging the underlying leased assets as security. For leases over office buildings, the Group must keep those properties in a good state of repair and return the premises in their original condition at the end of the lease. Further, the Group must insure items of property, plant and equipment and incur maintenance fees on such items in accordance with the lease contracts.

The table below describes the nature of the Group's leasing activities by type of right-of-use asset recognized in the statement of financial position:

 
 Right-of-use       No. of          Range        Average        No. of         No of          No of          No of 
     asset       right-of-use    of remaining    remaining      leases         leases         leases         leases 
                    assets           term          lease         with           with           with           with 
                    leased                         term       extension        options       variable      termination 
                                                               options       to purchase     payments        options 
                                                                                              linked 
                                                                                              to an 
                                                                                              index 
   Leasehold 
    Building          2          1.33 years     1.29 years        0              0              0              0 
 

The lease liabilities are secured by the related underlying asset. Further minimum lease payments at 31 December 2021 were as follows:

 
                                              Minimum lease payments due 
                      Within        1-2             2-3        3-4   4-5 years      After     Total 
                      1 year      years           years      years                5 years 
                         EUR        EUR             EUR        EUR         EUR        EUR       EUR 
 2021 
 Lease payments      205,838     57,177               -          -           -          -   263,015 
 Finance charges     (4,985)      (322)               -          -           -          -   (5,307) 
 Net Present 
  Values             200,853     56,855               -          -           -          -   257,708 
 
 2020 
 Lease payments       89,828     89,828          18,714          -           -          -   198,370 
 Finance charges     (4,586)    (1,993)            (84)          -           -          -   (6,663) 
 Net Present 
  Values              85,242     87,835          18,630          -           -          -   191,707 
 

Lease payments not recognised as a liability

The Group has elected not to recognise a lease liability for short-term leases (leases with an expected term of 12 months or less) or for leases of low value assets. Payments made under such leases are expensed on a straight-line basis. The expense related to payments not included in the measurement of the lease liability is as follows:

 
                                          2021     2021 
                                           EUR      EUR 
          Short term leases             29,053   37,406 
          Leases of low-value assets    12,566   14,594 
 
                                        41,619   52,000 
 
 
 
     At 31 December 2021, the Group was committed to short-term 
     leases and the total commitment at that date was EUR17,472 
     (2020: EUR53,287). 
 
     Total cash outflow for lease liabilities for the financial 
     year ended 31 December 2021 was EUR165,208 (2020: EUR89,828). 
 
     Additional information on the right-to-use assets by class 
     of assets is as follows: 
                             Carrying Amount   Depreciation   Impairment 
                                   (Note 17)        Expense 
                                         EUR            EUR          EUR 
      Leasehold Buildings            254,104        156,520            - 
      Total Right-of-use 
       assets                        254,104        156,520            - 
 

The right-of-use assets are included in the same line item as where the corresponding underlying assets would be presented if they were owned.

 
 31.    TRADE AND OTHER PAYABLES            2021         2020 
        Group                                EUR          EUR 
        VAT payable                      220,167            - 
  Trade payables                      2, 526,017      146,091 
        Advances paid by customers       400,000            - 
  Other payables                       2,986,084    2,243,257 
  Accruals                               680,938      716,473 
  PAYE & social welfare                  108,600       78,158 
 
                                       6,921,806    3,183,979 
 

The carrying amount of trade and other payables approximates its fair value. All trade and other payables fall due within one year.

Included in other payables is an amount of EUR2,977,963 (GBP2,500,000) (2020:EUR2,237,006 (GBP2,010,000)) relating to consideration payable under the share purchase contract to acquire Logik WTE Limited (see Note 21).

Trade and other creditors are payable at various dates in accordance with the suppliers' usual and customary credit terms. Corporation tax and other taxes including social insurance are repayable at various dates over the coming months in accordance with the applicable statutory provisions.

 
                                                   2021        2020 
  Company                                           EUR         EUR 
  Trade payables                                 89,669    91,390 
  Other creditors                                 2,840     1,250 
  Amounts payable to subsidiary undertakings          2         3 
  PAYE & social welfare                          16,604    12,022 
  Accruals                                      381,941   642,908 
 
                                                491,056   747,573 
 
 
 

The carrying amount of trade and other payables approximates its fair value. All trade and other payables fall due within one year.

Trade and other creditors are payable at various dates in accordance with the suppliers' usual and customary credit terms. Corporation tax and other taxes including social insurance are repayable at various dates over the coming months in accordance with the applicable statutory provisions.

 
 32.   DISPOSAL GROUP CLASSIFIED AS HELD FOR RESALE AND DISCONTINUED 
        OPERATIONS 
 

In 2017, the Group made the decision to sell its subsidiary, Pluckanes Windfarm Limited, which is involved in the generation of electricity through wind. The disposal is consistent with the Group's long-term policy to focus its activities as a technology solution company for waste gasification to energy projects. Consequently, assets and liabilities allocable to Pluckanes Windfarm Limited were classified as a disposal group. Revenues and expenses, gains and losses relating to the discontinuation of this subgroup have been eliminated from profit or loss from the Group's continuing activities and are shown as a single line item on the face of the consolidated statement of profit or loss.

On 24 August 2020, the Group announced that it had entered into a sales purchase agreement to dispose of its shares in Pluckanes Windfarm Limited on a debt free/cash free basis. Details of the assets and liabilities disposed of, and the calculation of the profit or loss on disposal, are disclosed in Note 33.

 
                      The combined results of the discontinued operations included in 
                       the loss for the financial year are set out below. 
                                                                                                 Period ended 
                                                                                                    24 August 
                                                                                                         2020 
                        Profit for the financial year from discontinued                                   EUR 
                        operations 
                        Revenue (Note 8)                                                              135,644 
                        Cost of sales                                                                   (663) 
                                                                                                      134,981 
                        Administrative Expenses                                                      (91,233) 
                        Operating Profit                                                               43,748 
                        Finance Costs (Note 11)                                                      (18,381) 
                        Finance Income (Note 11)                                                            3 
 
                        Profit from discontinued operations before tax                                 25,370 
                        Tax Expenses                                                                        - 
                        Profit for the financial period from discontinued 
                         operations (attributable 
                         to owners of the Company)                                                     25,370 
                        Profit after tax on disposal of subsidiary (Note 33)                           45,714 
 
                        Profit for the financial period from discontinued 
                         operations                                                                    71,084 
 
 
                       Cash flows generated by Pluckanes Windfarm Limited for the financial 
                       periods under review are as follows: 
                                                                                        Period ended 
                                                                                           24 August 
                                                                                                2020 
        Cash flows from discontinued operations                                                  EUR 
        Operating activities                                                                (47,741) 
        Investing activities                                                                (19,997) 
        Financing activities                                                                (63,196) 
 
        Net cash flows used in discontinued 
         operations                                                                        (130,934) 
 
        The carrying amount of assets and liabilities in this disposal 
         group are summarised as follows: 
                                                    2021   2020 
         Assets classified as held for resale:        EUR    EUR 
           Non-current assets: 
            Property, plant and equipment               -      - 
            Current assets: 
            Trade and other receivables                 -      - 
            Cash and cash equivalents (Note 26)         -      - 
 
            Assets classified as held for resale        -      - 
 
            Liabilities classified as held for 
             resale: 
            Current liabilities: 
            Borrowings                                  -      - 
            Trade and other payables                    -      - 
 
            Liabilities classified as held for          -      - 
             resale 
 33.                    DISPOSAL OF SUBSIDIARY 
 
 

As referred to in Note 32 on 24 August 2020, the Group disposed of its interest in Pluckanes Windfarm Limited.

The net assets of Pluckanes Windfarm Limited at the date of disposal were as follows:

 
                                            24 August 
                                                 2020 
                                                  EUR 
 Property, Plant & Equipment                  969,035 
 Financial non-current assets 
  Loss allowance as at 31 December 2020 
  556 
  Loss allowance recognised during the 
  gear                                         20,000 
 Trade and other receivables                   22,622 
 Trade and other payables                     (8,740) 
 Bank overdraft                               (5,132) 
 Bank borrowings                            (778,765) 
 Net assets disposed of                       219,020 
 Selling expenses                              65,261 
 Gain on disposal                              45,714 
 Total consideration                          329,995 
 

Satisfied by:

 
 Cash and cash equivalents                213,503 
 Fair value of deferred consideration     116,492 
                                          329,995 
 

Net cash inflow arising on disposal

 
 Consideration received in cash and cash 
  equivalents                                  213,503 
 Add: negative cash equivalents disposed 
  of                                             5,132 
                                               218,635 
 

Per the sales purchase agreement, EUR170,000 is being deferred and held in escrow subject to the following conditions:

(i) the Buyer obtaining a planning extension to Pluckanes Windfarm Limited's existing planning permission on its property, in order to extend the term of the wind turbine activity, within two years of the date of the requisite planning application which must be submitted by the Buyer within three months of completion of the sale;

                              (ii)         the Group procuring the transfer of the substation between the landlord and ESB Networks; and 

(iii) the Group procuring a letter from the relevant local authority confirming compliance with a certain customary condition of the existing planning permission.

If all three conditions are satisfied on or before the first anniversary of the date of planning application (as set out in condition (i) above) then the total deferred consideration of EUR170,000 shall become immediately due and payable to the Group. The deferred consideration will reduce to:

(a) EUR159,000 if the planning extension is obtained between 12 and 18 months from the date of planning application; and

(b) EUR152,000 if the planning extension is obtained between 18 and 24 months from the date of planning application.

In the event that the conditions listed above are not obtained within 24 months from the date of planning application, the entire deferred consideration element will fall away.

The fair value of the deferred consideration was calculated as EUR116,492 on the date of disposal. At 31 December 2021, the fair value of the deferred consideration was valued at EUR133,034 (31 December 2020: EUR120,424) and is included in trade and other receivables (See Note 25).

The impact of Pluckanes Windfarm Limited on the Group's results in the current and prior years is disclosed in Note 32.

The gain on disposal was included in the profit for the year from discontinued operations (see Note 32).

 
 34.      RELATED PARTY TRANSACTIONS 
 

The Group's related parties include Altair Group Investment Limited ("Altair"),who at 31 December 2021 held 19.00% (2020: 19.66%) of the shares in the Company. Other Group related parties include the associate and joint venture companies and key management.

Transactions with Altair

During the financial year ended 31 December 2021, Altair advanced EUR1,391,174 (2020: EURNil) to the Group by way of borrowings. During the financial year ended 31 December 2021, the Group repaid borrowings of EUR1,479,764 (2020: EUR1,175,839 by way of conversion into equity) by way of conversion into equity. Interest payable to Altair for the financial year ended 31 December 2021 amounted to EUR28,571 (2020: EUR170,084); this includes a reprofiling fee of EURNil (2020: EUR106,321) with respect to the reprofiling of the debt.

Included in borrowings, net of amortisation costs, at 31 December 2021 is an amount of EURNil (2020: EURNil) due to Altair from the Group.

Transactions with key management personnel

Key management of the Group are the members of EQTEC plc's board of directors. Key management personnel remuneration includes the following:

 
 Name             Date of         Salary     Fees       Pension        Other      Termination   Short        Long         2021         2020 
                   Directorship   EUR'000s   EUR'000s   Contribution   Benefits    Payments     Term         term          Total        Total 
                   appointment/                         EUR'000s       EUR'000s    EUR000's     Incentives   Incentives    EUR'000s     EUR'000s 
                   retirement                                                                   EUR'000s     EUR000's 
 Executive 
  Directors 
 D Palumbo                             174          -              9          2             -          105            -          290          565 
 J Vander             Appointed 
  Linden             01/12/2020        174          -             10          4             -          105           61          354           14 
                      Appointed 
 N Babar             19/07/2021         70          -              4          1             -           42           25          142            - 
 Y Alemán                         154          -              -          -             -           90            -          244          383 
 Former 
  Executive 
  Directors 
                        Retired 
 G Madden            15/07/2021        159          -              -         14           241            -            -          414          947 
 Non-Executive 
  Directors 
 I Pearson                               -         69              -          -             -            -            -           69           68 
 T Quigley                               -         42              -          -             -            -            -           42           69 
 
 Total 
  2021                                 731        111             23         21           241          342           86        1,555            - 
 Total 
  2020                                 409        486              -         24             -            -        1,127            -        2,046 
 

At 31 December 2021, directors' remuneration unpaid (including past directors) amounted to EUR341,812 (31 December 2020: EUR260,875).

Prior to becoming a director, Mr D Palumbo provided advisory services to the Company. The cost of these services amounted to EURNil (2020: EUR103,201) for the financial year ended 31 December 2021. In addition, a company controlled by Mr. Palumbo provided office space to the Group in London. The cost of these services amounted to EUR12,566 (2020: EUR21,843). At 31 December 2021, an amount of EURNil is included in trade and other payable with respect to payments due to this company (2020: EUR3,172).

Prior to becoming a director, Mr J Vander Linden provided advisory services to the Company. The cost of these services amounted to EURNil (2020: EUR144,148) for the financial year ended 31 December 2021. At 31 December 2021, an amount of EURNil is included in trade and other payable with respect to payments due to this company (2020: EUR63,883). This balance was settled through the issue of new ordinary shares of EUR0.001 each in the capital of the Company on 1 February 2021.

During the year ended 31 December 2021, the Group entered into a royalty settlement arrangement, to the value of EUR2,492,059, with Syngas Technology Engineering, S.L. (a company controlled by Dr. Yoel Alemán, the Group's CTO and current Board Director). This balance was settled through a cash payment of EUR1,000,000 with the remainder through the issue of new ordinary shares of EUR0.001 each in the capital of the Company on 3 June 2021.

During the year ended 31 December 2021 a director, Mr I Pearson. provided consultancy services to the Group to the value of EUR116,261 (2020: EURNil) for which he received 6,666,666 in shares. Included in trade and other payables at 31 December 2021 is an amount of EURNil (31 December 2020: EURNil) with respect to payments due to these services.

Transactions with key management personnel - continued

During the year, a director, Mr. T Quigley, provided consultancy services to the Group in the year ended 31 December 2021 amounting to EUR11,543 (2020: EURNil). Included in trade and other payables is an amount of EURNil (2020: EURNil) with respect to these services.

During the year, the company settled certain debts owed to directors and former directors by way of equity. In accordance with IFRIC 19 Extinguishing Financial Liabilities with Equity Instruments, the loss recognised on these transactions related to directors and former directors was EUR1,104,374 (2020: loss of EUR128,900).

Details of each director's interests in shares and equity related instruments that were in office at the year-end are shown in the Directors' Report.

Transactions with associate undertakings and joint ventures

The following transactions were made with associate undertakings and joint ventures in the year ended 31 December 2021:

 
                                North Fork                              Synergy                     Synergy                  EQTEC Italia               Eqtec Synergy                       Total 
                                 Community                              Belisce                     Karlovac                    MDC srl                    Projects 
                                 Power LLC                               d.o.o.                      d.o.o.                                                 Limited 
                                2021                  2020                 2021       2020         2021       2020                 2021      2020              2021   2020           2021                 2020 
                                 EUR                   EUR                  EUR        EUR          EUR        EUR                  EUR       EUR               EUR    EUR            EUR                  EUR 
 Loans 
 to associated 
 undertakings 
 and joint 
 ventures 
 At start 
  of year                  1,150,619                     -                    -          -            -          -                    -         -                 -      -      1,150,619                    - 
 Advanced 
  during 
  year                     1,790,113             1,150,619              547,853          -      581,056          -              482,000         -           100,000      -      3,501,022            1,150,619 
 Loans 
  derecognised           (1,150,619)                     -                    -          -                                            -         -                 -      -    (1,150,619) 
 Interest 
  charged 
  in year                     54,287                     -                3,147          -        3,338                          10,406         -                 -      -         71,178                    - 
 Exchange 
  differences                 47,442                     -                  808          -          857                               -         -                 -      -         49,107 
 At end 
  of year                  1,891,842             1,150,619              551,808          -      585,251                         492,406         -           100,000      -      3,621,307            1,150,619 
 
 Sales 
  of goods 
  and services 
 Technology 
  sales                    2,158,118             1,980,000            1,237,500          -    1,540,000          -            1,000,000         -                 -      -      5,935,618            1,980,000 
 Development 
  fees                             -                     -              599,607          -      549,647          -                    -         -                 -      -      1,149,254                    - 
 
                           2,158,118             1,980,000            1,837,107          -    2,089,647          -            1,000,000         -                 -      -      7,084,872            1,980,000 
 
 Year-end 
  balances 
 Included 
  in trade 
  receivables                 34,900                     -            1,962,925          -    2,202,884          -               42,919         -                 -      -      4,243,628                    - 
 Included 
  in loans 
  to 
  development 
  companies                        -                30,201                    -          -            -          -                    -         -                 -      -              -               30,201 
 Included 
  in other 
  receivables                      -                     -                    -          -       12,452          -                  100         -            14,956      -         27,508                    - 
 
                              34,900                30,201            1,962,925          -    2,215,336          -               43,019         -            14,956      -      4,271,136               30,201 
 
 
 

Unless otherwise stated, none of the transactions incorporate special terms and conditions and no guarantees were given or received. Outstanding balances are usually settled in cash.

   35.           EVENTS AFTER THE BALANCE SHEET DATE 

Variation to Land Purchase Agreement

On 15 February 2022, the Group announced an agreement to extend the existing, conditional Land Purchase Agreement (the "LPA") relating to the land on which the proposed, up to 25 MWe Billingham waste gasification and power plant (the "Project") at Haverton Hill, Billingham, UK, will be constructed (the "Project Site"). Pursuant to the variation, the Group agreed to make a payment of on 24 February 2022, with an additional payment of GBP500,000 to be paid on or before 30 September 2022 to Scott Bros, the sellers. These two payments will be deducted from the total purchase price along with the previously paid deposit. The balance of GBP7,590,000 is payable at completion of the land purchase, which must occur on or before 23 December 2022. In addition, the Group paid a further fee of GBP250,000 as consideration for the Variation to Scott Bros on 24 February 2022.

Loan Facility

On 29 March 2022, the Group announced that it had entered into a loan agreement with Riverfort Global Opportunities PCC Limited and YA II PN, Ltd (together, the "Lenders") for the provision of an unsecured loan facility of up to GBP10 million. The Loan Facility may be drawn down in multiple instalments with the Initial Advance being received on 29 March 2022.

Each instalment of the Loan Facility will have a maturity date of 12 months from the date of advance with repayments of principal made on a monthly basis, as set out in a closing statement to be agreed at the time of each advance. The Loan Facility will accrue a fixed interest coupon equivalent to 7.5% of the Initial Advance and of any further advance, payable on a quarterly basis.

Instalments of the Loan Facility subsequent to the Initial Advance are not committed and would only be advanced to the Company in the event that the Lenders and the Company agree in writing and upon the satisfaction of certain conditions precedent. The Loan Agreement has a commitment period of 18 months.

The Company and the Lenders may mutually agree that the Company satisfies any payment of the amounts due under the Loan Agreement by the issue of ordinary shares of EUR0.001 each in the capital of the Company ("Ordinary Shares") at a reference price of the average daily VWAP for each of the five consecutive trading days preceding the drawdown date of each advance of the Facility (the "Reference Price"). If such settlement is agreed by the parties, the value of Ordinary Shares the Lenders will receive at the Reference Price will be 115% of the amount of the Loan Facility being settled in lieu of repayment of the debt.

The Company may elect to redeem the Loan Facility early by repaying all outstanding principal and interest together with an early repayment fee of 5% of the outstanding principal at the date of repayment. If the Company elects to repay the Loan Facility early, the Lenders may elect to subscribe up to 20% of the outstanding amount in Ordinary Shares, at the Reference Price. In addition, if the Company completes an equity placing whilst the facility is in place, the Lenders may elect to convert up to 20% of the outstanding amount of the Facility into Ordinary Shares in the Company at the price at which such shares are issued pursuant to the placing and multiplying the resulting number by 1.1.

The Company received net approximately GBP4,750,000 from the Initial Advance following the deduction of a commitment fee of 2.5% of the aggregate amount of the Loan Facility, being GBP10 million. The Company will use the proceeds of the Loan Facility to fund further growth and development activities in its key markets, and for general working capital purposes.

Deeside RDF Project Update

On 1 April 2022, the Group announced that its wholly owned subsidiary, Deeside WTV Limited ("Deeside WTV") had signed a binding supplemental agreement (the "Supplemental Agreement") with Logik Developments Limited ("Logik"). The Supplemental Agreement, inter alia, sets out the terms on which Logik and Deeside WTV (together, the "Parties") have agreed to vary the terms of the share purchase agreement signed by the Parties on 7 December 2020, as amended by the supplemental agreement announced on 6 December 2021 (the "Existing SPA").

The key terms of the Supplemental Agreement are as follows:

-- Deeside WTV will acquire 32% of the share capital of Logik WTE Limited (the "Project SPV"), the entity which holds the land and necessary planning permissions for the Deeside RDF project (the "Project"), with the consideration to be satisfied by the settlement of advances from the Group to Logik and the Project SPV in an amount of c. GBP2.3 million;

-- Completion of Deeside WTV's acquisition of the interest in the share capital in the Project SPV is subject to third party consent and is expected to complete on or before 30 June 2022;

-- Parties are in discussions to procure a buyer for the Project SPV at a minimum valuation of GBP15 million. Subject to the sale of the Project SPV, EQTEC will invoice up to GBP2 million for its project development services to the Project SPV (such fee to be reduced on a pound for pound basis if the investment received is less than GBP17 million), subject to certain conditions to be finalised and agreed as part of ongoing discussions with potential buyers; and

-- While the amendment of the Existing SPA to extend the completion date to 30 June 2022 is immediately effective, the Parties have agreed to act in good faith and to use all reasonable endeavours to implement the additional undertakings and agreements in the Supplemental Agreement as summarised in this announcement, including to amend the terms of the Existing SPA and to finalise other necessary documentation such as a shareholders' agreement for the Project SPV.

No other adjusting or significant non-adjusting events have occurred between the 31 December reporting date and the date of authorisation.

   36.            NON-CASH TRANSACTIONS 

During the financial year, the Group entered into the following non-cash investing and financing activities which are not reflected in the consolidated statement of cash flows:

 
 
                                            2021              2020 
                                             EUR              EUR 
 Issue of shares in settlement 
  of borrowings and other liabilities     3,452,741        1,915,693 
 Issue of shares in exchange for             745,161                    - 
  financial assets 
 
   37.            COMPANY PROFIT AND LOSS 

As a consolidated group income statement is published, a separate income statement for the parent company is omitted from the Group's financial statements by virtue of section 304(2) of the Companies Act, 2014. The Company's loss for the financial year ended 31 December 2021 was EUR3,942,601 (2020: EUR3,270,895).

   38.            CONTINGENT LIABILITIES 

On 13 July 2020, the Group announced that lawyers acting for Aries Clean Energy LLC of Franklin, Tennessee, USA ("Aries") filed a complaint in a Californian court on 9 July 2021 against the Company and others, alleging patent infringement through the use of the Group's advanced gasification technology in the North Fork Community Power plant in California USA.

On 22 March 2021 the Company announced the Aries had withdrawn its patent infringement complaint. The joint stipulation that the action be voluntarily dismissed with prejudice was filed in the United States District Court Eastern District of California on 19 March 2021 and operates as a final determination on the merits of the case, forbidding Aries from filing another lawsuit on the same grounds.

   39.                  COMMITMENTS 

As disclosed in Note 21, consideration of EUR335,914 (GBP282,000) will become payable on the achievement of certain conditions precedent related to development milestones of the Southport Project on or before a date 12 months from the date of signing of the Share Purchase Agreement (i.e. 27 September 2022) to acquire full ownership of the Southport Hybrid Energy Park project through the acquisition of Shankley Biogas Limited

   40.           APPROVAL OF FINANCIAL STATEMENTS 

These financial statements were approved by the Board of Directors on 22 April 2022.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.

END

FR BKBBKBBKDPQB

(END) Dow Jones Newswires

April 25, 2022 02:00 ET (06:00 GMT)

Eqtec (LSE:EQT)
Gráfica de Acción Histórica
De May 2022 a Jun 2022 Haga Click aquí para más Gráficas Eqtec.
Eqtec (LSE:EQT)
Gráfica de Acción Histórica
De Jun 2021 a Jun 2022 Haga Click aquí para más Gráficas Eqtec.